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):
April 20, 2016 (April 14, 2016)
Commission File #: 000-53723
TAURIGA SCIENCES, 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, CT 06180
(Address of principal executive office)
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:
[ ] Written communications pursuant to Rule 425 under the Securities Act (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(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 April 14, 2016, Keith M. Berman was appointed as a member of the Board of Directors of Tauriga Sciences, Inc. (the “Company”). Mr. Berman has not been appointed to any committees of the Board of Directors as of the date of this filing.
Mr. Berman, 62, has served as the Principal Executive Officer, Chief Financial Officer, Secretary, and Director of Decision Diagnostics Corp. (OTC: DECN) since January of 2003. For over the past 20 years, Mr. Berman has been involved in the development of healthcare software including Intranet and Internet systems. From July 1999 to present, Mr. Berman has held the position of President, founder and director of Caredecision.net, Inc. a private company engaged in e-health technology development. From March 2001 through June 2002 Mr. Berman also held the Position of President and Director or Medicius, Inc. From January 1996 to June 1999 Mr. Berman was the President and founder of Cymedix, the operating division of the former Ramp Corp. (RCO). Cymedix was a pioneer company in what was then known as i-health (Internet healthcare) now the e-health industry. Mr. Berman was and is the Program Manager and Quality Assurance Manager of the Genstrip 50 and GenUltimate! medical devices. Mr. Berman’s professional background provides the Company with business management experience and an in depth knowledge of our industry. Mr. Berman received a BA in 1975 and an MBA in 1977 from Indiana University.
Additionally Keith M. Berman brings more than 35 years’ experience in the healthcare field, having worked with such companies as Technicon Corporation and Boehringer-Mannheim Corporation. Mr. Berman also was the founder of Cymedix, the operating division of the former Ramp Corp. (formerly Medix Resources) (AMEX: RCO).
Family Relationships
There are no family relationships between any of the Company’s directors or officers and Mr. Berman.
Related Party Transactions
There are no related party transactions with respect to Mr. Berman reportable under Item 5.02 of Form 8-K and Item 404(a) of Regulation S-K.
Compensatory Arrangements
On April 14, 2016, Mr. Berman was granted 1,000,000 shares of the Company’s common stock, par value $0.001. Additionally, for a period of twelve months, Mr. Berman will be granted an additional 2,000,000 shares of common stock for each calendar quarter which he remains a Board of Director. All such shares are “restricted securities” as such term is defined by the Securities Act of 1933, as amended. The Company has not entered into any other compensatory agreements or plan with Mr. Berman at the time of this filing.
ITEM 9.01 – FINANCIAL STATEMENTS AND EXHIBITS.
| 99.1 | Press release dated April 15, 2016. |
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: April 20, 2016
| TAURIGA SCIENCES, INC. | ||
| By: | /s/ Seth M. Shaw | |
| Seth M. Shaw | ||
| Chief Executive Officer | ||
Tauriga Sciences Inc. Appoints Mr. Keith M. Berman as a Member of the Company’s Board of Directors
April 15, 2016 — New York, New York — Tauriga Sciences, Inc. (OTC PINK: TAUG) (“Tauriga” or the “Company”), a diversified life sciences technology Company, today announced that it has appointed Mr. Keith M. Berman as a member of the Company’s Board of Directors (“Board”). Mr. Berman will serve as an independent director and with this appointment, Tauriga’s Board is now comprised of five members, four of which the Company believes qualify as independent directors under the regulations of the Securities and Exchange Commission. Currently, Mr. Berman serves as the Principal Executive Officer, Secretary and a member of the Board of Directors of Decision Diagnostics Corp. (OTC PINK: DECN) and he brings a wealth of experience in healthcare and life sciences fields.
Specifically Mr. Berman will leverage his vast experience and knowledge in the life sciences space to assist the Company in its potential merger and acquisition activities. In addition, Mr. Berman has important experience in prosecuting major corporate litigation as he has been instrumental in Decision Diagnostic’s litigation against a major U.S. based pharmaceutical company.
Tauriga’s CEO Mr. Seth M. Shaw expressed, “We are very pleased to have attracted such a qualified director with a breadth of knowledge in both the technical areas of the life sciences space as well as complex corporate litigation. We look forward to working closely with Mr. Berman as Tauriga continues to strive towards a successful future for its shareholders.”
Please see below, Personal BIO — Keith M. Berman, age 62
Keith M. Berman (“Mr. Berman”) has served as the Principal Executive Officer, Chief Financial Officer, Secretary, and Director of Decision Diagnostics Corp. (OTC: DECN) since January of 2003. For over the past 20 years, Mr. Berman has been involved in the development of healthcare software including Intranet and Internet systems. From July 1999 to present, Mr. Berman has held the position of President, founder and director of Caredecision.net, Inc. a private company engaged in e-health technology development. From March 2001 through June 2002 Mr. Berman also held the Position of President and Director or Medicius, Inc. From January 1996 to June 1999 Mr. Berman was the President and founder of Cymedix, the operating division of the former Ramp Corp. (RCO). Cymedix was a pioneer company in what was then known as i-health (Internet healthcare) now the e-health industry. Mr. Berman was and is the Program Manager and Quality Assurance Manager of the Genstrip 50 and GenUltimate! medical devices. Mr. Berman’s professional background provides the Company with business management experience and an in depth knowledge of our industry. Mr. Berman received a BA in 1975 and an MBA in 1977 from Indiana University.
Additionally Keith M. Berman brings more than 35 years’ experience in the healthcare field, having worked with such companies as Technicon Corporation and Boehringer-Mannheim Corporation. Mr. Berman also was the founder of Cymedix, the operating division of the former Ramp Corp. (formerly Medix Resources) (AMEX: RCO).
About TAURIGA SCIENCES, INC.:
Tauriga Sciences, Inc. (OTC PINK: TAUG) is a diversified life sciences company focused on generating profitable revenues through its present and future holdings. The mission of the Company is to acquire and build a diversified portfolio of cutting edge technology assets that is capital efficient and of significant value to the shareholders. The Company’s business model includes the acquisition of licenses, equity stakes, rights on both an exclusive and non-exclusive basis, and entire businesses. Management is firmly committed to building lasting shareholder value in the short, intermediate, and long terms. Please visit the Company’s corporate website at www.tauriga.com
NON SOLICITATION:
This press release does not constitute an offer to sell or the solicitation of an offer to buy any of these securities, nor will there be any sale of these securities in any state or other jurisdiction in which such offer, solicitation or sale is not permitted. Any securities offered or issued in connection with the above-referenced merger and/or investment have not been registered, and will be offered pursuant to an exemption from registration.
DISCLAIMER:
Forward-Looking Statements:
This release contains the Company’s forward-looking statements which are based on management’s current expectations and assumptions as of April 15, 2016, regarding the Company’s business and performance, its prospects, current factors, the economy and other future conditions and forecasts of future events, circumstances and results.
Contact:
Tauriga Sciences, Inc.
Mr. Seth Shaw
CEO
Tel: 1-917-796-9926
Email: sshaw@tauriga.com
SOURCE: Tauriga Sciences, Inc.