8-K: Current report filing
Published on July 17, 2020
UNITED
STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): July 14, 2020
LIXTE BIOTECHNOLOGY HOLDINGS, INC.
| DELAWARE | 000-51476 | 20-2903526 | ||
|
(State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
248 Route 25A, No. 2
East Setauket, New York 11733
(Address of principal executive offices)
(631) 830-7092
(Registrant’s telephone number, including area code)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (See General Instruction A.2. below):
| [ ] | Written communications pursuant to Rule 425 under the Securities Act of 1933 (17 CFR 230.425) |
| [ ] | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| [ ] | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| [ ] | Pre-commencement communications pursuant to Rule 13e-4(e) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||
| Common | LIXT | N/A |
| Item 5.02. | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
On July 14, 2020, the Board of Directors of Company adopted the Lixte Biotechnology Holdings, Inc. 2020 Stock Incentive Plan (the “Plan”). The purpose of the Plan is to assist the Company in attracting, retaining, motivating and rewarding certain employees, officers, directors and consultants of the Company and its affiliates in promoting the creation of long-term value for stockholders of the Company by closely aligning the interests of such individuals with those of such stockholders. The Plan authorizes the award of stock-based and cash-based incentives to encourage eligible persons to expend maximum effort in the creation of stockholder value.
The Plan will be administered by the Compensation Committee of the Board or, in the Board’s sole discretion, by the Board. The Plan provides for the awards of options, restricted stock, restricted stock units, stock appreciation rights, or other stock-based awards.
The foregoing is a summary description of certain terms of the Plan and is qualified in its entirety by reference to the full text of the Plan, a copy of which is filed with this Current Report on Form 8-K as Exhibit 10.1 and is incorporated herein by reference.
| Item 5.03. | Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year. |
On July 14, 2020, the Company’s Board of Directors adopted Amended and Restated Bylaws of Company effective on July 14, 2020. The Amended and Restated Bylaws are filed as Exhibit 3.1 hereto and is incorporated herein by reference.
| Item 9.01. | Financial Statements and Exhibits. |
(d) There is filed as part of this report the exhibits listed on the accompanying Index to Exhibits which exhibit is incorporated herein by reference
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Date: July 17, 2020 | LIXTE BIOTECHNOLOGY HOLDINGS, INC. | |
| By: | /s/ JOHN S. KOVACH | |
| John S. Kovach, Chief Executive Officer | ||
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INDEX TO EXHIBITS
| Exhibit No. | Description | |
| 3.1 | Amended and Restated Bylaws | |
| 10.1 | Lixte Biotechnology Holdings, Inc. 2020 Stock Incentive Plan |
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