8-K

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 1, 2022

AIM IMMUNOTECH INC.

(Exact name of registrant as specified in its charter)

Delaware	001-27072	52-0845822
(state or other jurisdiction	(Commission	(I.R.S. Employer
of incorporation)	File Number)	Identification No.)

2117 SW Highway 484, Ocala FL	34473
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code: (352) 448-7797

AIM ImmunoTech Inc.

(Former name or former address, if changed 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):

☐	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))

Indicate by check mark whether the registrant is an emerging growth company as defined in 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. ☐

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol	Name of each exchange on which registered
Common Stock, par value $0.001 per share	AIM	NYSE American

Item 1.01 Entry into a Material Definitive Agreement.

Please see Item 5.02 below.

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On March 1, 2022, after review and approval by the Board of Directors, the Company entered into a consulting agreement with Foresite Advisors, LLC, a company wholly-owned by Robert Dickey IV, pursuant to which Mr. Dickey will serve as the Company’s new Chief Financial Officer effective April 4, 2022.

Mr. Dickey has more than 25 years of experience of C-suite financial leadership for life science and medical device companies, both private and public, ranging from preclinical development to commercial operations and across a variety of disease areas and medical technologies. Earlier in his career, Mr. Dickey spent 18 years in investment banking, primarily at Lehman Brothers, with a background split between mergers and acquisitions and capital markets transactions. Mr. Dickey was a senior vice president of the Company from 2008 until 2013.

The initial term of the agreement is for one year and it can be renewed thereafter upon the mutual consent of the parties. The agreement can be terminated by either party upon 60 days’ prior written notice if not for “Cause” (as defined in the agreement) or upon 30 days’ prior written notice if for Cause. Pursuant to the consulting agreement, Mr. Dickey will be compensated at $375 per hour.

There are no family relationships between Mr. Dickey and the Company’s directors, executive officers or persons nominated or charged by us to become directors or executive officers. There was no transaction during the last two years, or any proposed transactions, to which the Company was or is to be a party, in which Mr. Dickey had or is to have a direct or indirect material interest.

On March 1, 2022, the Company entered into a consulting agreement with Ellen Lintal, who will step down as the Company’s Chief Financial Officer on April 4, 2022. Pursuant to the agreement, Ms. Lintal will transition to serve as a consultant to the Company and will provide accounting and financial services as directed by the Company. The agreement terminates on December 31, 2022, unless extended by mutual agreement of the parties. The agreement can be terminated by either party upon 60 days’ prior written notice if not for “Cause” (as defined in the agreement) or upon 30 days’ prior written notice if for Cause. Ms. Lintal will assist Mr. Dickey in the transition.

On March 3, 2022, the Company issued a press release regarding Mr. Dickey’s appointment and Ms. Lintal’s new position with the Company. A copy of the press release is furnished herewith as Exhibit 99.1.

Cautionary Statement

This Current Report on Form 8-K, including Exhibit 99.1, contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 (the “PSLRA”). Words such as “may,” “will,” “expect,” “plan,” “anticipate” and similar expressions (as well as other words or expressions referencing future events or circumstances) are intended to identify forward-looking statements. Many of these forward-looking statements involve a number of risks and uncertainties. Among other things, for those statements, we claim the protection of safe harbor for forward-looking statements contained in the PSLRA. The Company does not undertake to update any of these forward-looking statements to reflect events or circumstances that occur after the date hereof.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.	Description
99.1	Press Release Dated March 3, 2022.
104	Cover Page Interactive Data File (embedded within the Inline XBRL document)

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.

	AIM IMMUNOTECH INC.
March 3, 2022	By:	/s/ Thomas K. Equels
		Thomas K. Equels, CEO

EX-99.1

Exhibit 99.1

AIM ImmunoTech Appoints Robert Dickey, IV as Chief Financial Officer

Industry veteran and financial and strategic leader with deep capital markets and business development transactional expertise across life science and medical device companies

OCALA, FL (March 3, 2022) – AIM ImmunoTech Inc. (NYSE: American AIM) (“AIM” or the “Company”), an immuno-pharma company focused on the research and development of therapeutics to treat multiple types of cancers, immune disorders, and viral diseases, including COVID-19, the disease caused by the SARS-CoV-2 virus, today announced the appointment of Robert Dickey IV, as its Chief Financial Officer. Effective April 4, 2022, Mr. Dickey will become CFO and Ellen Lintal, who has served as the Company’s Chief Financial Officer, will transition to serve as a finance and accounting consultant for AIM.

Mr. Dickey has more than 25 years of experience of C-suite financial leadership for life science and medical device companies, both private and public, ranging from preclinical development to commercial operations and across a variety of disease areas and medical technologies. Earlier in his career, Mr. Dickey spent 18 years in investment banking, primarily at Lehman Brothers, with a background split between mergers and acquisitions (“M&A”) and capital markets transactions.

“On behalf of the team at AIM and our board, I would like to thank Ellen for her many contributions as CFO,” stated Thomas Equels, Chief Executive Officer of AIM. “AIM is very well positioned for a transformational year and I am thrilled to strengthen our leadership team’s depth and breadth with the appointment of Rob as CFO. Over the course of his career, he has built a vast network within Wall Street and industry, and has demonstrated successful execution of financial, licensing, and M&A strategies, all of which we believe will prove to be invaluable to AIM. Rob’s successful track record and expertise is perfectly aligned with the vision we share for AIM. I look forward to working closely with Rob and executing on our plan as well as seizing opportunities to propel AIM into its next phase of growth.”

“With six ongoing oncology clinical trials with multiple data readouts expected over the next 6-12 months, AIM is entering a pivotal time for the Company and I look forward to leveraging the insight and perspective I’ve amassed over the course of my career to help capitalize on and create catalytic events to maximize value for all stakeholders,” added Mr. Dickey.

Mr. Dickey is experienced in all stages of the corporate lifecycle, including start-up and early fundraising, going public, high growth, turnarounds and exit strategies. Career fundraising highlights include raising over $100 million in private company financings, over $200 million for public companies and over $1 billion as an investment banker. His expertise includes public and private financings, M&A, partnering/licensing transactions, project management, overseeing company’s finance and accounting functions, and Chapter 11 reorganizations, as well as interactions with Boards, VCs, shareholders and Wall Street. Mr. Dickey currently serves as an advisor to life science companies through Foresite Advisors, LLC which integrates his decades of finance experience with advanced business insights. Prior to becoming an advisor, he served as full time CFO for Caladrius Biosciences, Tyme Technologies, StemCyte, Locus Pharmaceuticals and Protarga, Inc., among others. Mr. Dickey currently serves on the Board and Audit Committee Chair of Emmaus Life Sciences, a public company with an approved drug for sickle cell disease, on the Board of Angiogenex Inc. a public company out of Memorial Sloan Kettering, Chief Corporate Development Officer of BCI LifeSciences LLC., and part of the Leadership Team at Cell One Partners. Previously, he served on the Boards of Sanuthera and Protarga, which he sold to Daiichi Sankyo.

Mr. Dickey holds an AB from Princeton University and an MBA from The Wharton School, University of Pennsylvania.

About AIM ImmunoTech Inc.

AIM ImmunoTech Inc. is an immuno-pharma company focused on the research and development of therapeutics to treat multiple types of cancers, immune disorders, and viral diseases, including COVID-19, the disease caused by the SARS-CoV-2 virus.

For more information, please visit www.aimimmuno.com.

Cautionary Statement

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 (the “PSLRA”). Words such as “may,” “will,” “expect,” “plan,” “anticipate” and similar expressions (as well as other words or expressions referencing future events or circumstances) are intended to identify forward-looking statements. Many of these forward-looking statements involve a number of risks and uncertainties. Among other things, for those statements, the Company claims the protection of safe harbor for forward-looking statements contained in the PSLRA. The Company does not undertake to update any of these forward-looking statements to reflect events or circumstances that occur after the date hereof.

Investor Relations Contact

JTC Team, LLC

Jenene Thomas

833-475-8247

AIM@jtcir.com

XML

Cover	Mar. 01, 2022
Cover [Abstract]
Document Type	8-K
Amendment Flag	false
Document Period End Date	Mar. 01, 2022
Entity File Number	001-27072
Entity Registrant Name	AIM IMMUNOTECH INC.
Entity Central Index Key	0000946644
Entity Tax Identification Number	52-0845822
Entity Incorporation, State or Country Code	DE
Entity Address, Address Line One	2117 SW Highway 484
Entity Address, City or Town	Ocala
Entity Address, State or Province	FL
Entity Address, Postal Zip Code	34473
City Area Code	(352)
Local Phone Number	448-7797
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common Stock, par value $0.001 per share
Trading Symbol	AIM
Security Exchange Name	NYSEAMER
Entity Emerging Growth Company	false
Entity Information, Former Legal or Registered Name	AIM ImmunoTech Inc.