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): August 2, 2018
Nutriband, Inc.
(Exact name of registrant as specified in Charter)
| Nevada | 000-55654 | 81-1118176 | ||
|
(State or other jurisdiction of incorporation or organization) |
(Commission File No.) | (IRS Employee Identification No.) |
121 S. Orange Ave., Suite 1500,
Orlando Florida 32801
(Address of Principal Executive Offices)
407 377-6695
(Registrant’s Telephone number)
Copies to:
Asher S. Levitsky PC
Ellenoff Grossman & Schole LLP
1345 Avenue of the Americas, Suite 1100
New York, New York 10105
Phone: (646) 895-7152
Fax: (646) 895-7238
E-mail: alevitsky@egsllp.com
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 (17 CFR 230.425) |
| ☐ | Soliciting material pursuant to Rule 14a-12(b) under the Exchange Act (17 CFR 240.14a-12(b)) |
| ☐ | 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)) |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 7.01. Regulation FD Disclosure
On August 2, 2018, the Company issued a press release announcing the appointment of Larry Dillaha, MD as chief medical officer and as a member of its Pharmaceutical Advisory Board.
In accordance with General Instruction B.2 of Form 8-K, the information in Item 7.01 of this Current Report on Form 8-K, including Exhibit 99.1, shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, and shall not be deemed to be incorporated by reference into any of the Company’s filings under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended, whether made before or after the date hereof and regardless of any general incorporation language in such filings, except to the extent expressly set forth by specific reference in such a filing.
Item 9.01. Financial Statements and Exhibits
| d. | Exhibits. | ||
| Exhibit No. | Description | ||
| 99.1 | Press release issued August 2, 2018 |
| 1 |
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: August 7, 2018 | NUTRIBAND, INC. | |
| By: | /s/ Gareth Sheridan | |
| Gareth Sheridan | ||
| Chief Executive Officer | ||
| 2 |
Exhibit 99.1
NUTRIBAND INC. ANNOUNCES THE APPOINTMENT OF LARRY DILLAHA, MD AS CHIEF MEDICAL OFFICER AND TO ADVISORY BOARD
Orlando, Fla. – August 2, 2018 – Nutriband Inc. (OTCQB: NTRB), announced the appointment of Larry Dillaha, MD as chief medical officer and as a member of its Pharmaceutical Advisory Board.
Dr. Dillaha brings nearly 20 years of pharmaceutical industry experience to Nutriband. Prior to joining Nutriband, he was chief executive officer of Repros Therapeutics from February 2017 to February 2018. Prior to joining Repros, Dr. Dillaha was the chief executive officer of CavtheRx, an inception stage biotechnology company, from June 2016 to February 2017, and chief operating officer and chief medical officer of New Haven Pharmaceuticals, a specialty pharmaceutical company. He also served as chief medical officer of Insys Therapeutics, Sciele Pharma and as Medical Director of Sanofi-Sythelabo. Dr. Dillaha received an M.D. degree from the University of Tennessee, Memphis.
Garesh Sheridan, Nutriband’s chief executive officer, said “Dr. Dillaha's extensive experience includes substantial work in the therapeutic area of pain management, adding to the significant depth of the Nutriband scientific team as we work to develop and commercialize critical ADF transdermal products to this important area of pain therapy.”
Nutriband Inc.
Nutriband is a results driven, health and pharmaceutical company based in Orlando Florida. With the acquisition of 4P, Nutriband now has a pipeline of potential transdermal products in various stages of development. All Nutriband products are based around the science of transdermal /topical technologies. Nutriband’s website is www.nutriband.com.
About Our Forward-Looking Statements
Certain statements contained in this press release, including, without limitation, statements containing the words “believes,” “anticipates,” “expects” and words of similar import, constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Such forward-looking statements involve both known and unknown risks and uncertainties. Our actual results may differ materially from those anticipated in our forward-looking statements as a result of a number of factors, including our ability to develop and market new products; our ability to complete the necessary testing in order to obtain regulatory approval; the safety and efficacy of any products we develop, our ability to obtain necessary financial to complete the regulatory process and market any products that we develop, our ability to create, sustain, manage or forecast our growth; our ability to attract and retain key personnel; changes in our business strategy or development plans; competition; business disruptions; adverse publicity and international, national and local general economic and market conditions. Except as required by applicable law, we undertake no obligation to revise or update any of our forward-looking statements in order to reflect any event or circumstance that may arise after the date hereof. Information on our website or any other website does not constitute a part of this press release.
For more information, contact:
Gareth Sheridan
CEO
Nutriband Inc.
407 880-6810
info@nutriband.com
www.nutriband.com