8-K 1 a06-18997_28k.htm CURRENT REPORT OF MATERIAL EVENTS OR CORPORATE CHANGES

 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, DC  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 31, 2006

NEOSTEM, INC.
(Exact name of registrant as specified in its charter)

Delaware

0-10909

22-2343568

(State Or Other Jurisdiction
Of Incorporation)

(Commission
File Number)

(IRS Employer
Identification No.)

 

420 Lexington Avenue, Suite 450

 

 

New York, New York

 

10170

(Address of principal executive offices)

 

(Zip Code)

 

Registrant’s telephone number, including area code:   (212) 584-4184

Phase III Medical, Inc.
330 South Service Road, Suite 120
Melville, New York
(former name or former address, if changes since last report)

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):

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 8.01.  Other Events.

On August 31, 2006, NeoStem, Inc. (formerly known as Phase III Medical, Inc.) (the “Company”) issued a press release announcing (a) the change of its name to NeoStem, Inc. from Phase III Medical, Inc., and (b) a one-for-10 reverse stock split of the Company’s common stock, par value $0.001, effective August, 31, 2006.  A copy of the press release announcing the name change and the reverse stock split is attached as Exhibit 99.1.

Item 9.01.  Financial Statements and Exhibits.

(d)  Exhibits.

Exhibit 99.1

 

Press Release

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SIGNATURE

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.

PHASE III MEDICAL, INC.

 

 

 

 

 

 

 

By:

/s/ Robin L. Smith

 

 

 

Robin L. Smith

 

 

Chief Executive Officer

 

Dated:  August 31, 2006

 

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