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Adynxx, Inc. Form 8-K: Current report, 2017

Adynxx, Inc. Form 8-K: Current report

Filings on SEC EDGAR, newest first; amendments sit with their base form. Values are as filed.

  • 2017-12-08: Form 8-K; Period of report 2017-12-05; Description 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; Details 5.02.
  • 2017-11-24: Form 8-K; Period of report 2017-11-21; Description 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; Details 5.02.
  • 2017-11-09: Form 8-K; Period of report 2017-11-09; Description 2.02 Results of Operations and Financial Condition; 8.01 Other Events; Details 2.02.
  • 2017-10-05: Form 8-K; Period of report 2017-10-02; Description 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year; 8.01 Other Events; Details 5.03.
FiledFormPeriod of reportDescriptionDetailsDocument
2017-12-088-K2017-12-055.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers5.02 On December 5, 2017, Jerome Zeldis M.D., Ph.D., resigned from the board of directors of Alliqua BioMedical, Inc. (the “Company”), effective immediately.tv481060_8k.htm
2017-11-248-K2017-11-215.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers5.02 On November 21, 2017, Winston Kung, a member of the board of directors (the “Board”) of Alliqua BioMedical, Inc. (the “Company”), notified the Board of his resignation from the Board, effective as of November 24, 2017.tv480205_8k.htm
2017-11-098-K2017-11-092.02 Results of Operations and Financial Condition; 8.01 Other Events2.02 On November 9, 2017, Alliqua BioMedical, Inc. issued a press release announcing its financial results for the fiscal quarter ended September 30, 2017.
8.01 On November 9, 2017, the Company issued a press release announcing that it has engaged Cowen as its independent financial advisor to assist the Company in evaluating potential strategic alternatives.
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2017-10-058-K2017-10-025.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year; 8.01 Other Events5.03 As previously reported on its Current Report on Form 8-K filed with the Securities and Exchange Commission on September 13, 2017, on September 13, 2017, the stockholders of Alliqua Biomedical, Inc. (the “Company”) approved at a special meeting of stockholders a proposal to authorize the board of directors of the Company (the “Board”), in its discretion but prior to the annual meeting of the Company’s stockholders in 2018, to amend the Company’s amended and restated certificate of incorporation (as amended) (the “Certificate of Incorporation”) to effect a reverse stock split of the Company’s common stock at a ratio in the range of 1-for-3 to 1-for-13, such ratio to be determined by the board of directors and included in a public announcement.
8.01 On October 5, 2017, the Company issued a press release announcing the Reverse Stock Split.
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2017-09-138-K2017-09-135.07 Submission of Matters to a Vote of Security Holders5.07 On September 13, 2017, Alliqua BioMedical, Inc. (the “Company”) held a special meeting of stockholders (the “Special Meeting”).v475132_8k.htm
2017-09-058-K2017-08-311.01 Entry into a Material Definitive Agreement; 8.01 Other Events1.01 Entry into a Material Definitive Agreement.
8.01 On September 5, 2017, the Company issued a press release in which it announced that it entered into the Asset Purchase Agreement.
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2017-09-018-K2017-08-285.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers5.02 On August 28, 2017, and August 29, 2017, Alliqua BioMedical, Inc. (the “Company”) entered into amendments to the employment agreements of each of Brian Posner, Bradford Barton, Nino Pionati, and David Johnson (such amendments collectively, the “Employment Agreement Amendments”).v474573_8k.htm
2017-08-108-K2017-08-091.01 Entry into a Material Definitive Agreement; 2.02 Results of Operations and Financial Condition; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant1.01 Entry into a Material Definitive Agreement.
2.02 On August 10, 2017, Alliqua BioMedical, Inc. issued a press release announcing its financial results for the fiscal quarter ended June 30, 2017.
2.03 The information set forth under Item 1.01 of this Current Report on Form 8-K is hereby incorporated by reference into this Item 2.03.
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2017-06-238-K2017-06-233.02 Unregistered Sales of Equity Securities; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 5.07 Submission of Matters to a Vote of Security Holders3.02 As previously reported, on February 27, 2017, pursuant to a Securities Purchase Agreement (the “Securities Purchase Agreement”) with certain accredited investors (collectively, the “Private Placement Investors”), dated February 27, 2017, Alliqua BioMedical, Inc. (the “Company”) sold and issued to the Private Placement Investors in a private placement an aggregate of 5,540,000 shares of common stock at a purchase price of $0.50 per share (the “Private Placement”).
5.02 At the Annual Meeting, the stockholders approved an amendment to the Company’s 2014 Long-Term Incentive Plan (the “2014 Plan”) to increase the total number of shares of common stock reserved for issuance under the 2014 Plan by an additional 4,000,000 shares, to a total of 9,500,000 shares (the “Plan Amendment”).
5.07 (1) Election of seven directors to serve on the Board for a term of one year or until their successors are elected and qualified, for which the following were nominees: David Johnson, Jerome Zeldis, M.D., Ph.D., Winston Kung, Joseph Leone, Gary Restani, Mark Wagner, and Jeffrey Sklar.
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2017-06-198-K2017-06-191.01 Entry into a Material Definitive Agreement1.01 On June 19, 2017, Alliqua BioMedical, Inc. (the “Company”) announced that it has entered into a partnership with Partners Capital Group to provide the Company’s potential UltraMIST customers with new equipment financing programs.v469018_8k.htm
2017-06-058-K2017-06-011.01 Entry into a Material Definitive Agreement; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant; 3.02 Unregistered Sales of Equity Securities1.01 Entry into a Material Definitive Agreement.
2.03 The information set forth under Item 1.01 of this Current Report on Form 8-K is hereby incorporated by reference into this Item 2.03.
3.02 The information set forth under Item 1.01 of this Current Report on Form 8-K is incorporated herein by reference.
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2017-05-098-K2017-05-092.02 Results of Operations and Financial Condition2.02 On May 9, 2017, Alliqua BioMedical, Inc. issued a press release announcing its financial results for the first fiscal quarter ended March 31, 2017.v466430_8k.htm
2017-05-018-K2017-04-271.01 Entry into a Material Definitive Agreement; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant1.01 Entry into a Material Definitive Agreement.
2.03 The information set forth under Item 1.01 of this Current Report on Form 8-K is hereby incorporated by reference into this Item 2.03.
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2017-04-278-K2017-04-261.01 Entry into a Material Definitive Agreement; 5.08 Shareholder Director Nominations; 8.01 Other Events1.01 Entry into a Material Definitive Agreement.
5.08 On April 26, 2017, the Board of Directors of Alliqua BioMedical, Inc. (the “Company”) established June 23, 2017, as the date for the Company’s 2017 Annual Meeting of Stockholders (the “Annual Meeting”) and set April 28, 2017, as the record date for the Annual Meeting.
8.01 As previously reported, on March 13, 2017, the Company and each of Celgene Corporation (“Celgene”), and Jerome Zeldis, M.D., Ph.D., entered into a side letter, pursuant to which, among other things, the Company agreed to use its reasonable best efforts to solicit stockholder approval for certain issuances of shares of the Company’s common stock to Celgene and Dr. Zeldis, as set forth in the respective side letter, at an annual or special meeting of stockholders of the Company to be promptly called and held prior to May 31, 2017 (the “Stockholder Meeting Deadline”).
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2017-04-128-K2017-04-061.01 Entry into a Material Definitive Agreement; 3.02 Unregistered Sales of Equity Securities1.01 Entry into a Material Definitive Agreement.
3.02 The information regarding the issuance of the Fourth Amended Warrant set forth under Item 1.01 of this Current Report on Form 8-K is incorporated herein by reference.
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2017-04-128-K2017-04-113.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing; 8.01 Other Events3.01 As previously reported, on October 12, 2016, Alliqua BioMedical, Inc. (the “Company”) received a letter from the Listing Qualifications Department of the Nasdaq Stock Market (“Nasdaq”) indicating that, based upon the closing bid price of the Company’s common stock for the last 30 consecutive business days, the Company did not meet the minimum bid price of $1.00 per share required for continued listing on The Nasdaq Capital Market pursuant to Nasdaq Listing Rule 5550(a)(2) (the “Rule”).
8.01 On April 12, 2017, the Company issued a press release announcing that Nasdaq granted the Company an additional 180 calendar day period to regain compliance with the minimum bid price requirement.
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2017-04-068-K2017-04-062.02 Results of Operations and Financial Condition2.02 On April 6, 2017, Alliqua BioMedical, Inc. issued a press release announcing its preliminary first quarter of fiscal year 2017 revenue results.v463706_8k.htm
2017-04-058-K2017-04-058.01 Other Events8.01 On April 5, 2017, Alliqua BioMedical, Inc. issued a press release announcing that it will present new data at the Spring 2017 Symposium on Advanced Wound Care, being held in San Diego, California, from April 5, 2017, through April 9, 2017.v463636_8k.htm
2017-04-048-K2017-04-031.01 Entry into a Material Definitive Agreement; 8.01 Other Events1.01 Entry into a Material Definitive Agreement.
8.01 On April 3, 2017, the Company issued a press release announcing the closing of the underwritten public offering of its Common Stock.
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2017-03-318-K2017-03-291.01 Entry into a Material Definitive Agreement; 8.01 Other Events1.01 Entry into a Material Definitive Agreement.
8.01 On March 29, 2017, the Company issued a press release announcing the pricing of the underwritten public offering of its Common Stock.
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2017-03-288-K2017-03-288.01 Other Events8.01 On March 28, 2017, Alliqua BioMedical, Inc. issued a press release announcing a proposed public offering of its common stock.v462856_8k.htm
2017-03-238-K2017-03-208.01 Other Events8.01 On March 20, 2017, Alliqua BioMedical, Inc. issued a press release announcing the publication of a peer-reviewed study examining the use of MIST Therapy for deep tissue pressure injuries.v462477_8k.htm
2017-03-158-K2017-03-131.01 Entry into a Material Definitive Agreement1.01 Entry into a Material Definitive Agreement.v461914_8k.htm
2017-03-138-K2017-03-071.01 Entry into a Material Definitive Agreement; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant; 3.02 Unregistered Sales of Equity Securities1.01 Entry into a Material Definitive Agreement.
2.03 The information set forth under Item 1.01 of this Current Report on Form 8-K is hereby incorporated by reference into this Item 2.03.
3.02 The information regarding the issuance of the Amended Warrant to Perceptive set forth under Item 1.01 of this Current Report on Form 8-K is incorporated herein by reference.
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2017-03-088-K2017-03-087.01 Regulation FD Disclosure7.01 Alliqua BioMedical, Inc. (the “Company”) intends, from time to time, to present and/or distribute to the investment community and utilize at various industry and other conferences a slide presentation, which is attached hereto as Exhibit 99.1.v461366_8k.htm
2017-03-078-K2017-03-072.02 Results of Operations and Financial Condition2.02 On March 7, 2017, Alliqua BioMedical, Inc. (the “Company”) issued a press release announcing its financial results for the fourth fiscal quarter and fiscal year ended December 31, 2016.v461277_8k.htm
2017-02-288-K2017-02-271.01 Entry into a Material Definitive Agreement; 1.02 Termination of a Material Definitive Agreement; 3.02 Unregistered Sales of Equity Securities; 8.01 Other Events1.01 Entry into a Material Definitive Agreement.
1.02 On February 27, 2017, the Company notified Soluble Systems, LLC, a Virginia limited liability company (“Soluble”), of the immediate termination of the Contribution Agreement and Plan of Merger dated as of October 5, 2016 (the “Contribution and Merger Agreement”), by and among Alliqua Holdings, Inc., a Delaware corporation (“Parent”), Chesapeake Merger Corp., a Delaware corporation (“Merger Sub”).
3.02 The information regarding the Private Placement set forth in Item 1.01 of this Current Report on Form 8-K is incorporated herein by reference.
8.01 On February 28, 2017, the Company issued a press release announcing the closing of the Private Placement.
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2017-01-308-K2017-01-261.01 Entry into a Material Definitive Agreement; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant; 3.02 Unregistered Sales of Equity Securities; 8.01 Other Events1.01 Entry into a Material Definitive Agreement.
2.03 The information set forth under Item 1.01 of this Current Report on Form 8-K is hereby incorporated by reference into this Item 2.03.
3.02 The information regarding the issuance of the Amended Warrant to Perceptive set forth under Item 1.01 of this Current Report on Form 8-K is incorporated herein by reference.
8.01 On January 30, 2017, the Company elected to extend the outside date of the Contribution and Merger Agreement and advanced $350,000 to Soluble in accordance with the terms of the Contribution and Merger Agreement.
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