0001354488-13-001803.txt : 20130408 0001354488-13-001803.hdr.sgml : 20130408 20130408125456 ACCESSION NUMBER: 0001354488-13-001803 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20130328 ITEM INFORMATION: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20130408 DATE AS OF CHANGE: 20130408 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Immunovative, Inc. CENTRAL INDEX KEY: 0001142790 STANDARD INDUSTRIAL CLASSIFICATION: BLANK CHECKS [6770] IRS NUMBER: 651102237 STATE OF INCORPORATION: FL FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-53723 FILM NUMBER: 13747902 BUSINESS ADDRESS: STREET 1: 417 RUE ST-PIERRE STREET 2: SUITE 804 CITY: MONTREAL STATE: A8 ZIP: H2Y 2M3 BUSINESS PHONE: 514 840-3697 MAIL ADDRESS: STREET 1: 417 RUE ST-PIERRE STREET 2: SUITE 804 CITY: MONTREAL STATE: A8 ZIP: H2Y 2M3 FORMER COMPANY: FORMER CONFORMED NAME: Novo Energies Corp DATE OF NAME CHANGE: 20090626 FORMER COMPANY: FORMER CONFORMED NAME: ATLANTIC WINE AGENCIES INC DATE OF NAME CHANGE: 20040622 FORMER COMPANY: FORMER CONFORMED NAME: ATLANTICWINE AGENCIES INC DATE OF NAME CHANGE: 20040217 8-K 1 imun_8k.htm CURRENT REPORT imun_8k.htm


 
 
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):
March 28, 2013
 
Commission File #: 000-53723
 
____________________
 
IMMUNOVATIVE, INC.
____________________

 
(Exact name of registrant as specified in its charter)
Florida
(State or other jurisdiction of incorporation)

65-1102237
(IRS Employer Identification Number)

39 Old Ridgebury Road
Danbury, Connecticut 06180
  (Address of principal US executive offices)

 Tel: (917) 796-9926
(Registrant’s telephone number)

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:
 
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a -12)
 
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d -2(b))
 
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e -4(c))



 
 
 
 
 
ITEM 5.02 – DEPARTURE OF DIRECTORS OR PRINCIPAL OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF PRINCIPAL OFFICERS.

On March 28, 2013, Dawn Gibbons was appointed as a new member of the Board of Directors (the “Board”) of the Immunovative, Inc. (the “Company”).

Ms. Gibbons is an entrepreneur having owned and operated several very successful businesses in downtown Reno, Nevada.  In addition to her businesses, Ms. Gibbons has served on many prominent boards including the Desert Research Institute, Reno Tahoe Airport Authority, Washoe County Visitors and Convention Authority and Sierra Bank of Nevada.
Ms. Gibbons served for six years in the Nevada Legislature as an assemblywoman and served for one term as the First Lady of Nevada.  The Nevada Police Protection Association named her Assemblywoman of the Year in 2003.  She recently completed terms as Chairwoman of the American Heart Association and the Circle of Red.  She is a founder and Chair of the Nevada Organ and Tissue Donor Program at the University of Nevada Medical School and devotes herself to Children’s Advocacy Alliance and the Grant a Gift Autism Foundation among her other charitable and community focused activities and interests.

Ms. Gibbons is a graduate of the University of Nevada Reno.  She was named Business and Professional Woman of the Year, Who’s Who in Business, Who’s Who in Politics, the Attorney General’s Role Model of the Year, Nevada Women’s Lobby Hall of Fame, Las Vegas Women to Watch (VEGAS INC. Magazine) and Distinguished Women and Men in Nevada (Distinguished Publishing).  She has hosted her own talk radio show with Fox News 1270.  Ms. Gibbons is currently Director of Community and Public Relations with KSNV TV NEWS 3, KRNV TV NEWS 4, and KENV TV NEWS 10 all of which comprise Intermountain West Broadcasting.  She is responsible for government relations, lobbying, advocacy strategies, community outreach and media relations.  She and station owner, Jim Rogers, do a twice weekly news segment called “Dawn and Jim” which is a discussion about political issues of the day. 
 
Family Relationships
 
There are no family relationships between any of the Company’s directors or officers and Ms. Gibbons.
 
Related Party Transactions
 
There are no related party transactions reportable under Item 5.02 of Form 8-K and Item 404(a) of Regulation S-K.
 
Compensatory Arrangements
 
On March 28, 2013, Ms. Gibbons was granted 2,000,000 shares of the Company’s common stock, par value $0.001.  All such shares are “restricted” as such term is defined by the Securities Act of 1933.  The Company has not entered into any other compensatory agreements or plan with Ms. Gibbons.
 
ITEM 9.01 – FINANCIAL STATEMENTS AND EXHIBITS.

            
Exhibit No. Description
Press release dated March 28, 2013

 
 
 
 
 
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.
 
  IMMUNOVATIVE, INC  
       
Date: April 8, 2013
By:
/s/ Seth M. Shaw  
    Seth M. Shaw  
   
Chief Executive Officer
 
       

EX-99.1 2 imun_991.htm PRESS RELEASE imun_991.htm
EXHIBIT 99.1
 
Immunovative, Inc. Appoints Former Nevada First Lady Dawn Gibbons to the Company's Board of Directors
 
Los Angeles, CA (03/28/2013)  –  Immunovative, Inc. (OTCQB:  IMUN) ("IMUN" or "the Company")  has today announced the appointment of former Nevada First Lady, Ms. Dawn Gibbons ("Ms. Gibbons"), as an independent member of Company's Board of Directors ("Board").   This appointment shall be effective immediately, and Ms. Gibbons currently joins the Company's CEO, Seth M. Shaw ("Mr. Shaw"), and another recently appointed director, as the third member of the Board.  As an independent director, Ms. Gibbons will assist in the Company in enhancing its corporate governance protocols and oversight committees, as the Company takes proactive steps to become compliant with Sarbanes-Oxley regulations.  The Company's short term goal is to appoint a minimum of 5 highly qualified members to its Board, with at least 2 members categorized as Independent Directors. 
 
Below see Biography ("BIO") for Ms. Dawn Gibbons,  Age 59
 
Dawn Gibbons is an entrepreneur having owned and operated several very successful businesses in downtown Reno, Nevada.  In addition to her businesses, Ms. Gibbons has served on many prominent boards including the Desert Research Institute, Reno Tahoe Airport Authority, Washoe County Visitors and Convention Authority and Sierra Bank of Nevada.
 
Ms. Gibbons served for six years in the Nevada Legislature as an assemblywoman and served for one term as the First Lady of Nevada.  The Nevada Police Protection Association named her Assemblywoman of the Year in 2003.  Twice, Ms. Gibbons changed the Nevada constitution through an initiative petition with overwhelming voter approval.  These were called the Gibbons Tax Restraint Initiative and the Education First Initiative.
 
Dawn has fought for many important causes including autism, domestic violence, human trafficking, addiction and myriad other issues facing people in the state of Nevada.  She recently completed terms as Chairwoman of the American Heart Association and the Circle of Red.  She is a founder and Chair of the Nevada Organ and Tissue Donor Program at the University of Nevada Medical School and devotes herself to Children’s Advocacy Alliance and the Grant a Gift Autism Foundation among her other charitable and community focused activities and interests.
 
Dawn is a graduate of the University of Nevada Reno.  She was named Business and Professional Woman of the Year, Who’s Who in Business, Who’s Who in Politics, the Attorney General’s Role Model of the Year, Nevada Women’s Lobby Hall of Fame, Las Vegas Women to Watch (VEGAS INC. Magazine) and Distinguished Women and Men in Nevada (Distinguished Publishing).  She has hosted her own talk radio show with Fox News 1270.  Dawn is currently Director of Community and Public Relations with KSNV TV NEWS 3, KRNV TV NEWS 4, and KENV TV NEWS 10 all of which comprise Intermountain West Broadcasting.  She is responsible for government relations, lobbying, advocacy strategies, community outreach and media relations.  She and station owner, Jim Rogers, do a twice weekly news segment called “Dawn and Jim” which is a discussion about political issues of the day. 
 
 Immunovative Inc. CEO Seth M. Shaw commented, "The Company is very excited to be working with such a talented and experienced individual as Dawn Gibbons.  Her many years of experience and success in both public service and business will provide the Company and its management with a valuable resource as the Company progresses in its business plan."   
 
 Newly appointed board member Dawn Gibbons stated, "The opportunity to serve on the Company's board of directors is something that I greatly value.  I have great confidence in the abilities of the Company's CEO and look forward to the building a successful and diversified life sciences company."
 
About Immunovative, Inc.:
 
Immunovative's focus is to evaluate potential opportunities in the biotechnology and/or medical device industry, however it will consider other potential business sectors if deemed in the best interest of shareholders. Additionally on March 4, 2013, the Company announced that it filed for a name and symbol change, such that the Company has changed its name to Tauriga Sciences Inc. and is awaiting its new trading symbol.   
 
DISCLAIMER:
 
Forward-Looking Statements:  Except for statements of historical fact, this news release contains certain "forward-looking statements" as defined by the Private Securities Litigation Reform Act of 1995, including, without limitation expectations, beliefs, plans and objectives regarding the development, use and marketability of products. Such forward-looking statements are based on present circumstances and on IMUN's predictions with respect to events that have not occurred, that may not occur, or that may occur with different consequences and timing than those now assumed or anticipated.  Such forward-looking statements involve known and unknown risks, uncertainties and other factors, and are not guarantees of future performance or results and involve risks and uncertainties that could cause actual events or results to differ materially from the events or results expressed or implied by such forward-looking statements.  Such factors include general economic and business conditions, the ability to successfully develop and market products, consumer and business consumption habits, the ability to fund operations and other factors over which IMUN has little or no control.  Such forward-looking statements are made only as of the date of this release, and IMUN assumes no obligation to update forward-looking statements to reflect subsequent events or circumstances.  Readers should not place undue reliance on these forward-looking statements.  Risks, uncertainties and other factors are discussed in documents filed from time to time by IMUN with the Securities and Exchange Commission.
 
Contact:
 
For more information please contact:
 
Mr. Seth M. Shaw
Chairman & Chief Executive Officer
Immunovative, Inc.
New York: +1-917-796-9926
Montreal: +1-514-840-3697
Email: sethsms47@aol.com