COHBAR, INC. Form 8-K: Current report
Filings on SEC EDGAR, newest first; amendments sit with their base form. Values are as filed.
- 2023-11-27: Form 8-K; Period of report 2023-11-20; Description 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing; Details 3.01.
- 2023-11-13: Form 8-K; Period of report 2023-11-06; Description 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 8.01 Other Events; Details 5.02.
- 2023-11-01: Form 8-K; Period of report 2023-11-01; Description 1.02 Termination of a Material Definitive Agreement; Details 1.02.
- 2023-10-25: Form 8-K; Period of report 2023-10-25; Description 5.07 Submission of Matters to a Vote of Security Holders; 8.01 Other Events; Details 5.07.
| Filed | Form | Period of report | Description | Details | Document |
|---|---|---|---|---|---|
| 2023-11-27 | 8-K | 2023-11-20 | 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing | 3.01 On November 20, 2023, CohBar, Inc. (the “Company”) was notified by the Listing Qualifications Department (the “Staff”) of The Nasdaq Stock Market LLC (“Nasdaq”) of its determination pursuant to Nasdaq Listing Rule 5101 that, based upon the Staff’s belief that the Company is a “public shell,” and that the continued listing of the Company’s securities is no longer warranted, and the Company’s non-compliance with certain board and committee composition listing requirements under Nasdaq Listing Rule 5605 and certain of Nasdaq’s filing requirements under Nasdaq Listing Rule 5250(c)(1), trading of the Company’s common stock will be suspended at the opening of business on November 29, 2023 unless the Company timely requests a hearing before a Nasdaq Hearings Panel to appeal Nasdaq’s determination and address the deficiencies. | ea189084-8k_cohbarinc.htm |
| 2023-11-13 | 8-K | 2023-11-06 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 8.01 Other Events | 5.02 On November 6, 2023, the Board of Directors (the “Board”) of CohBar, Inc. (“CohBar”) resolved to increase the size of the Board from seven to eight directors and to appoint Craig R. Jalbert to the Board to fill the newly-created directorship and to hold office until the next annual meeting of stockholders and until the election and qualification of his successor and be subject to his earlier death, resignation or removal, in each case effective immediately. 8.01 As previously disclosed, on November 1, 2023, CohBar announced its intention to commence the process of liquidating and dissolving itself in accordance with its organizational documents and applicable law. | ea188067-8k_cohbarinc.htm |
| 2023-11-01 | 8-K | 2023-11-01 | 1.02 Termination of a Material Definitive Agreement | 1.02 As previously disclosed, on May 22, 2023, CohBar, Inc., a Delaware corporation (“CohBar”), Morphogenesis, Inc., a Delaware corporation (“Morphogenesis”), and Chimera MergeCo, Inc., a Delaware corporation and wholly owned subsidiary of CohBar (“Merger Sub”), entered into an Agreement and Plan of Merger (as amended by the First Amendment thereto dated as of August 28, 2023, the “Merger Agreement”), which provided that, among other things, and subject to the satisfaction or waiver of certain conditions set forth in the Merger Agreement, Merger Sub would merge with and into Morphogenesis, with Morphogenesis surviving as a wholly owned subsidiary of CohBar (the “Merger”). | ea187569-8k_cohbar.htm |
| 2023-10-25 | 8-K | 2023-10-25 | 5.07 Submission of Matters to a Vote of Security Holders; 8.01 Other Events | 5.07 To the extent required by this Item, the information included in Item 8.01 of this Current Report on Form 8-K is incorporated herein by reference. 8.01 CohBar, Inc. (“CohBar”) moved to adjourn, without conducting any business, its special meeting in lieu of its annual meeting of stockholders on October 25, 2023 to November 6, 2023 at 8:00 a.m. | ea187252-8k425_cohbar.htm |
| 2023-10-06 | 8-K/A | 2023-10-04 | 5.07 Submission of Matters to a Vote of Security Holders | 5.07 On October 4, 2023, CohBar convened and adjourned the Special Meeting where CohBar stockholders voted to adjourn the Special Meeting pursuant to the proposal set forth below. | ea186464-8ka1425_cohbar.htm |
| 2023-10-04 | 8-K | 2023-10-04 | 5.07 Submission of Matters to a Vote of Security Holders; 8.01 Other Events | 5.07 On October 4, 2023, CohBar, Inc., a Delaware corporation (“CohBar”), convened and adjourned a special meeting in lieu of its annual meeting of stockholders (the “Special Meeting”). 8.01 Following the receipt of stockholder approval to adjourn the Special Meeting, CohBar moved to adjourn the Special Meeting to October 25, 2023 at 8:00 a.m. | ea186299-8k425_cohbar.htm |
| 2023-08-14 | 8-K | 2023-08-14 | 2.02 Results of Operations and Financial Condition | 2.02 On August 14, 2023, CohBar, Inc. issued a press release announcing its financial results for the quarter ended June 30, 2023. | ea182942-8k_cohbar.htm |
| 2023-05-23 | 8-K | 2023-05-22 | 1.01 Entry into a Material Definitive Agreement; 3.02 Unregistered Sales of Equity Securities; 5.01 Changes in Control of Registrant; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 8.01 Other Events | 1.01 Entry into a Material Definitive Agreement. 3.02 To the extent required by this Item, the information included in Item 1.01 of this Current Report on Form 8-K is incorporated herein by reference. 5.01 To the extent required by this Item, the information included in Item 1.01 of this Current Report on Form 8-K is incorporated herein by reference. 5.02 To the extent required by this Item, the information included in Item 1.01 of this Current Report on Form 8-K is incorporated herein by reference. 8.01 On May 23, 2023, CohBar and Morphogenesis issued a press release announcing, among other things, the execution of the Merger Agreement and the Stock Purchase Agreement relating to the Financing. | ea178943-8k425_cohbar.htm |
| 2022-12-07 | 8-K | 2022-12-07 | 8.01 Other Events | 8.01 On December 7, 2022, CohBar, Inc. (the “Company”) announced that it had suspended IND-enabling work on its pre-clinical candidate CB5138-3, which the Company had been developing as a potential treatment of idiopathic pulmonary fibrosis and other fibrotic diseases. | ea169634-8k_cohbar.htm |
| 2022-11-17 | 8-K | 2022-11-17 | 8.01 Other Events | 8.01 On November 17, 2022, CohBar, Inc. (the “Company”) announced that it had retained Ladenburg Thalmann & Co. Inc. as a financial advisor to assist the Company in exploring strategic alternatives. | ea168878-8k_cohbar.htm |
| 2022-11-08 | 8-K | 2022-11-08 | 2.02 Results of Operations and Financial Condition | 2.02 On November 8, 2022, CohBar, Inc. (the “Company) issued a press release announcing its financial results for the quarter ended September 30, 2022. | ea167566-8k_cohbar.htm |
| 2022-09-22 | 8-K | 2022-09-22 | 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year; 7.01 Regulation FD Disclosure; 8.01 Other Events | 5.03 On September 22, 2022, as approved by the stockholders of CohBar, Inc. (the “Company”) on June 15, 2022, the Company filed a certificate of amendment (the “Certificate of Amendment”) to its Third Amended and Restated Certificate of Incorporation (the “Certificate of Incorporation”) with the Secretary of State of the State of Delaware to effect a reverse stock split of the Company’s common stock at a ratio of 1-for-30, effective as of September 23, 2022 (the “Reverse Stock Split”). 7.01 On September 22, 2022, the Company announced that, effective October 1, 2022, the Company’s board of directors (the “Board”) has lowered the annual cash fees paid to members of the Board to, among other changes, an annual fee of $40,000 for Board members and an annual fee of $70,000 for the chairman of the Board. 8.01 The Board has determined to set the Reverse Stock Split ratio at 1-for-30. | ea166071-8k_cohbarinc.htm |
| 2022-08-15 | 8-K | 2022-08-15 | 2.02 Results of Operations and Financial Condition | 2.02 On August 15, 2022, CohBar, Inc. (the “Company) issued a press release announcing its financial results for the quarter ended June 30, 2022. | ea164229-8k_cohbarinc.htm |
| 2022-07-12 | 8-K | 2022-07-11 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 On July 11, 2022, the board of directors (the “Board”) of CohBar, Inc. (the “Company”) appointed Stephanie Tozzo to serve as director of the Company, effective immediately. | ea162660-8k_cohbarinc.htm |
| 2022-06-16 | 8-K | 2022-06-15 | 5.07 Submission of Matters to a Vote of Security Holders | 5.07 At the 2022 Annual Meeting of the stockholders of CohBar, Inc. (the “Company”), held on June 15, 2022, the Company’s stockholders: (i) elected David Greenwood, Albion J. Fitzgerald, Misha Petkevich, Carol Nast, Dr. Joanne Yun and Dr. Joseph J. Sarret to the Company’s Board of Directors, each to serve until the next annual meeting of stockholders or until their successors are duly elected and qualified; (ii) ratified the appointment of Marcum LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2022; (iii) approved an amendment to the Company’s certificate of incorporation to effect a reverse stock split by a ratio not to exceed 1-for-30; and (iv) approved an amendment to the Company’s certificate of incorporation, if and only if the reverse stock split amendment is approved and implemented, to effectively increase the number of authorized shares of common stock. | ea161478-8k_cohbarinc.htm |
| 2022-05-16 | 8-K | 2022-05-16 | 2.02 Results of Operations and Financial Condition | 2.02 On May 16, 2022, CohBar, Inc. (the “Company) issued a press release announcing its financial results for the quarter ended March 31, 2022. | ea159319-8k_cohbar.htm |
| 2022-03-29 | 8-K | 2022-03-29 | 2.02 Results of Operations and Financial Condition | 2.02 On March 29, 2022, CohBar, Inc. (the “Company) issued a press release announcing its financial results for the quarter and year ended December 31, 2021. | ea155693-8k_cohbar.htm |
| 2022-03-09 | 8-K | 2022-03-03 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 On March 3, 2022, Phyllis Gardner, a member of the Board of Directors (the “Board”) of CohBar, Inc. (the “Company”), informed the Board that she would not be standing for reelection to the Board when her term ends at the Company’s 2022 annual meeting of stockholders (the “2022 Annual Meeting”). | ea156515-8k_cohbar.htm |
| 2021-12-17 | 8-K | 2021-12-13 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 On December 13, 2021, Kenneth C. Cundy, the Chief Scientific Officer of CohBar, Inc. (the “Company”), resigned from such role effective as of March 31, 2022, to pursue other opportunities. | ea152461-8k_cohbar.htm |
| 2021-11-15 | 8-K | 2021-11-10 | 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing | 3.01 On November 10, 2021, CohBar, Inc. (the “Company”) received written notice from the staff (the “Staff”) of the Listing Qualifications Department of the Nasdaq Stock Market (“Nasdaq”) indicating that the Company is not in compliance with the $1.00 minimum bid price requirement for continued listing on The Nasdaq Capital Market pursuant to Nasdaq Listing Rule 5550(a)(2). | ea150381-f8k_cohbar.htm |
| 2021-11-15 | 8-K | 2021-11-15 | 2.02 Results of Operations and Financial Condition | 2.02 On November 15, 2021, CohBar, Inc. (the “Company) issued a press release announcing its financial results for the quarter ended September 30, 2021. | ea149981-8k_cohbarinc.htm |
| 2021-10-28 | 8-K | 2021-10-28 | 1.01 Entry into a Material Definitive Agreement; 8.01 Other Events | 1.01 Entry into a Material Definitive Agreement. 8.01 On October 28, 2021, CohBar issued a press release announcing the pricing of the Offering. | ea149506-8k_cohbarinc.htm |
| 2021-09-15 | 8-K | 2021-09-14 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 On September 14, 2021, the board of directors (the “Board”) of CohBar, Inc. (the “Company”) appointed Joanne Yun to serve as director of the Company, effective immediately. | ea147011-8k_cohbarinc.htm |
| 2021-09-13 | 8-K | 2021-09-13 | 8.01 Other Events | 8.01 On September 13, 2021, CohBar, Inc. has prepared investor presentation materials with information about the Company, which it intends to use as part of investor presentations. | ea147145-8k_cohbarinc.htm |
| 2021-08-17 | 8-K | 2021-08-11 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 On August 11, 2021, the board of directors (the “Board”) of CohBar, Inc. (the “Company”), following a recommendation from the Governance and Nominating Committee, appointed Carol Nast to serve as director of the Company, effective August 16, 2021. | ea145583-8k_cohbar.htm |
| 2021-08-10 | 8-K | 2021-08-10 | 2.02 Results of Operations and Financial Condition; 8.01 Other Events | 2.02 On August 10, 2021, CohBar, Inc. (the “Company) issued a press release announcing its financial results for the quarter ended June 30, 2021. 8.01 On August 10, 2021, the Company issued a press release announcing the results of its Phase 1a/1b clinical trial of CB4211. | ea145151-8k_cohbar.htm |
| 2021-06-21 | 8-K | 2021-06-16 | 5.07 Submission of Matters to a Vote of Security Holders | 5.07 At the 2021 Annual Meeting of the stockholders of CohBar, Inc. (the “Company”), held on June 16, 2021, the Company’s stockholders: (i) elected David Greenwood, Dr. John Amatruda, Dr. Nir Barzilai, Dr. Pinchas Cohen, Albion J. Fitzgerald, Dr. Phyllis Gardner, Misha Petkevich, and Dr. Joseph J. Sarret to the Company’s Board of Directors, each to serve until the next annual meeting of stockholders or until their successors are duly elected and qualified; (ii) ratified the appointment of Marcum LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2021; (iii) approved, on a non-binding advisory basis, the compensation of the Company’s named executive officers as disclosed in the related proxy statement; and (iv) approved, on a non-binding advisory basis, the frequency with which the stockholders will make an advisory vote regarding the compensation of the Company’s named executive officers to be every three years. | ea142648-8k_cohbarinc.htm |
| 2021-05-17 | 8-K | 2021-05-17 | 2.02 Results of Operations and Financial Condition | 2.02 On May 17, 2021, CohBar, Inc. issued a press release announcing its financial results for the quarter ended March 31, 2021. | ea140574-8k_cohbarinc.htm |
| 2021-04-27 | 8-K | 2021-04-26 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 On April 27, 2021, Steven Engle, the Chief Executive Officer of CohBar, Inc. (the “Company”) and member of the Company’s Board of Directors (the “Board”), resigned from such roles effective as of the same date. | ea139876-8k_cohbarinc.htm |
| 2021-03-30 | 8-K | 2021-03-30 | 2.02 Results of Operations and Financial Condition | 2.02 On March 30, 2021, CohBar, Inc. issued a press release announcing its financial results for the quarter ended December 31, 2020. | ea136857-8k_cohbarinc.htm |
| 2020-12-22 | 8-K | 2020-12-18 | 1.01 Entry into a Material Definitive Agreement; 3.02 Unregistered Sales of Equity Securities | 1.01 On December 18, 2020, CohBar, Inc. (“CohBar” or the “Company”) accepted subscriptions (the “Subscription Agreements”) from investors and issued common stock and warrants (the “Warrants”) in the private placement described under Item 3.02 below. 3.02 On December 18, 2020, the Company issued an aggregate of 3,154,115 units at a price of $1.22 per unit. | ea131955-8k_cohbarinc.htm |
| 2020-11-16 | 8-K | 2020-11-16 | 2.02 Results of Operations and Financial Condition | 2.02 On November 16, 2020, CohBar, Inc. issued a press release announcing its financial results for the quarter ended September 30, 2020. | ea129019-8k_cohbarinc.htm |
| 2020-08-26 | 8-K | 2020-08-26 | 1.01 Entry into a Material Definitive Agreement; 8.01 Other Events | 1.01 Entry into a Material Definitive Agreement. 8.01 On August 26, 2020, CohBar issued a press release announcing the pricing of the Offering. | ea126028-8k_cohbarinc.htm |
| 2020-08-13 | 8-K | 2020-08-13 | 2.02 Results of Operations and Financial Condition | 2.02 On August 13, 2020, CohBar, Inc. issued a press release announcing its financial results for the quarter ended June 30, 2020. | ea124904-8k_cohbar.htm |
| 2020-07-09 | 8-K | 2020-07-06 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 8.01 Other Events | 5.02 (f) On July 6, 2020, the Compensation Committee of the Board of Directors (the “Compensation Committee”) of CohBar, Inc. (the “Company”), authorized and approved the payment of non-equity incentive plan compensation payments in the amounts of $99,750 to Jon L. Stern, the Company’s former Chief Operating Officer, $82,500 to Jeffrey F. Biunno, the Company’s Chief Financial Officer, and $105,000 to Kenneth C. Cundy, the Company’s Chief Scientific Officer, in each case in connection with services rendered in fiscal year 2019 (each, a “Non-Equity Incentive Plan Payment” and, collectively, the “Non-Equity Incentive Plan Payments”). 8.01 On July 7, 2020, the Company issued a press release announcing it has resumed the Phase 1b stage of its Phase 1a/1b clinical trial of CB4211, its lead candidate for the treatment of nonalcoholic steatohepatitis and obesity. | ea123970-8k_cohbarinc.htm |
| 2020-06-18 | 8-K | 2020-06-16 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year; 5.07 Submission of Matters to a Vote of Security Holders | 5.02 As noted below, at the Annual Meeting of the stockholders of CohBar, Inc (the “Company”), held on June 16, 2020 (the “Annual Meeting”), the Company’s stockholders approved an amendment (the “Plan Amendment”) to the Company’s Amended and Restated 2011 Equity Incentive Plan (the “Plan”). 5.03 As noted below, at the Annual Meeting, the Company’s stockholders approved an amendment to the Company’s certificate of incorporation to increase the number of the Company’s authorized shares of common stock from 75,000,000 to 180,000,000. 5.07 At the Annual Meeting, the Company’s stockholders: (i) elected Albion Fitzgerald, Jon Stern, Nir Barzilai, Pinchas Cohen, Phyllis Gardner, David Greenwood, Misha Petkevich and Steven Engle to the Company’s Board of Directors, each to serve until the next annual meeting of stockholders or until their successors are duly elected and qualified; (ii) ratified the appointment of Marcum LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2020; (iii) approved the Plan Amendment; and (iv) approved the Certificate Amendment. | ea122842-8k_cohbarinc.htm |
| 2020-05-27 | 8-K | 2020-05-27 | 1.01 Entry into a Material Definitive Agreement | 1.01 Entry into a Material Definitive Agreement. | ea122363-8k_cohbarinc.htm |
| 2020-05-14 | 8-K | 2020-05-14 | 2.02 Results of Operations and Financial Condition | 2.02 On May 14, 2020, CohBar, Inc. issued a press release announcing its financial results for the quarter ended March 31, 2020. | ea121462-8k_cohbarinc.htm |
| 2020-05-13 | 8-K | 2020-05-13 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 Departure of Directors or Certain officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. | ea121684-8k_cohbar.htm |
| 2020-03-30 | 8-K | 2020-03-30 | 8.01 Other Events | 8.01 On March 30, 2020, CohBar, Inc. (the “Company”) announced that it is anticipating delays in the completion of its CB4211 Phase 1b study for NASH and obesity for an unknown period of time due to a pause by some of the company’s clinical research organization partners in all of their activities related to the study in response to recent developments relating to the coronavirus disease 2019 (“COVID-19”) global pandemic. | ea120157-8k_cohbarinc.htm |
| 2020-03-12 | 8-K | 2020-03-12 | 2.02 Results of Operations and Financial Condition | 2.02 On March 12, 2020, CohBar, Inc. issued a press release announcing its financial results for the quarter ended December 31, 2019. | f8k031220_cohbarinc.htm |
| 2019-11-06 | 8-K | 2019-11-06 | 2.02 Results of Operations and Financial Condition | 2.02 On November 6, 2019, CohBar, Inc. issued a press release announcing its financial results for the quarter ended September 30, 2019. | f8k110619_cohbarinc.htm |
| 2019-10-23 | 8-K | 2019-10-18 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 Departure of Directors or Certain officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. | f8k101819_cohbarinc.htm |
| 2019-08-07 | 8-K | 2019-08-07 | 2.02 Results of Operations and Financial Condition | 2.02 On August 7, 2019, CohBar, Inc. issued a press release announcing its financial results for the quarter ended June 30, 2019. | f8k080719_cohbarinc.htm |
| 2019-07-23 | 8-K | 2019-07-17 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 Departure of Directors or Certain officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. | f8k071719_cohbarinc.htm |
| 2019-06-21 | 8-K | 2019-06-18 | 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 Holders | 5.02 At the 2019 Annual Meeting of Stockholders (the “Annual Meeting”) of CohBar, Inc. (the “Company”), held on June 18, 2019 (the “Annual Meeting”), the Company’s stockholders approved the CohBar, Inc. Employee Stock Purchase Plan (the “ESPP”). 5.07 At the Annual Meeting, the Company’s stockholders: (i) elected Albion Fitzgerald, Jon Stern, Nir Barzilai, Pinchas Cohen, John Amatruda, Philippe Calais, Phyllis Gardner and David Greenwood to the Company’s Board of Directors, each to serve until the next annual meeting of stockholders or until their successors are duly elected and qualified; (ii) ratified the appointment of Marcum LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2019; and (iii) approved the ESPP. | f8k061819_cohbarinc.htm |
| 2019-05-07 | 8-K | 2019-05-07 | 2.02 Results of Operations and Financial Condition | 2.02 On May 7, 2019, CohBar, Inc. issued a press release announcing its financial results for the quarter ended March 31, 2019. | f8k050719_cohbarinc.htm |
| 2019-05-07 | 8-K | 2019-05-06 | 1.01 Entry into a Material Definitive Agreement; 1.02 Termination of a Material Definitive Agreement; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 1.01 Entry into a Material Definitive Agreement. 1.02 The information in Item 5.02 is incorporated herein by reference. 5.02 On May 6, 2019, the Board of Directors (the “Board”) of CohBar, Inc. (the “Company,” “we,” “us” or “our”), appointed Steven Engle as our Chief Executive Officer, effective as of May 15, 2019 (the “Effective Date”). | f8k050619_cohbarinc.htm |
| 2019-05-03 | 8-K | 2019-05-03 | 8.01 Other Events | 8.01 On May 3, 2019, CohBar, Inc. issued a press release announcing its plan to resume its Phase 1a/1b clinical trial of CB4211, its lead MBT candidate. | f8k050319_cohbarinc.htm |
| 2019-04-22 | 8-K | 2019-04-19 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 Departure of Directors or Certain officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. | f8k041919_cohbarinc.htm |
| 2019-04-11 | 8-K | 2019-04-06 | 1.01 Entry into a Material Definitive Agreement; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 1.01 Entry into a Material Definitive Agreement. 5.02 Departure of Directors or Certain officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. | f8k040619_cohbarinc.htm |
| 2019-03-18 | 8-K | 2019-03-18 | 2.02 Results of Operations and Financial Condition | 2.02 On March 18, 2019, CohBar, Inc. issued a press release announcing its financial results for the quarter ended December 31, 2018. | f8k031819_cohbarinc.htm |
| 2019-02-12 | 8-K | 2019-02-11 | 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing | 3.01 On February 11, 2019, CohBar, Inc. (the “Company”) received written notice from the NASDAQ Stock Market (“NASDAQ”) stating that the Company had regained compliance with NASDAQ’s audit committee requirements under NASDAQ Listing Rule 5605(c)(2) upon the appointment of Dr. Phyllis Gardner to the Company’s Board of Directors (the “Board”) and the Board’s Audit Committee on February 11, 2019. | f8k0219b_cohbarinc.htm |
| 2019-02-11 | 8-K | 2019-02-08 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 Departure of Directors or Certain officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. | f8k0219c_cohbarinc.htm |
| 2018-12-18 | 8-K | 2018-12-17 | 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing | 3.01 On December 17, 2018, CohBar, Inc. (the “Company”) received written notice from the NASDAQ Stock Market (“NASDAQ”) stating that the Company is not in compliance with the audit committee requirements for continued listing on the NASDAQ Capital Market, as set forth in NASDAQ Listing Rule 5605 (the “Audit Committee Requirements”), following the resignation of Philippe Calais from the Company’s Audit Committee on December 6, 2018, as previously reported in the Company’s Current Report on Form 8-K filed on December 10, 2018. | f8k121718_cohbarinc.htm |
| 2018-12-10 | 8-K | 2018-12-06 | 1.01 Entry into a Material Definitive Agreement; 1.02 Termination of a Material Definitive Agreement; 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 1.01 Entry into a Material Definitive Agreement. 1.02 The information in Item 5.02 is incorporated herein by reference. 3.01 On December 10, 2018, CohBar, Inc. (the “Company”) provided notice to the NASDAQ Stock Market (“NASDAQ”) that the Company is not in compliance with NASDAQ’s audit committee requirements under NASDAQ Listing Rule 5605(c)(2) due to the appointment of Dr. Philippe Calais as the Company’s Interim Chief Executive Officer and his resulting resignation from the Audit Committee of the Company’s Board of Directors (“Board”) on December 6, 2018, as discussed further below. 5.02 Departure of Directors or Certain officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. | f8k120618_cohbarinc.htm |
| 2018-11-14 | 8-K | 2018-11-14 | 2.02 Results of Operations and Financial Condition | 2.02 On November 14, 2018, CohBar, Inc. issued a press release announcing its financial results for the quarter ended September 30, 2018. | f8k111418_cohbarinc.htm |
| 2018-11-05 | 8-K | 2018-11-05 | 8.01 Other Events | 8.01 On November 5, 2018, CohBar, Inc. issued a press release announcing that its Phase 1 clinical study of CB4211, its lead MBT candidate, has been temporarily suspended to address injection site reactions. | f8k110518_cohbarinc.htm |
| 2018-08-14 | 8-K | 2018-08-14 | 2.02 Results of Operations and Financial Condition | 2.02 On August 14, 2018, CohBar, Inc. issued a press release announcing its financial results for the quarter ended June 30, 2018. | f8k081418_cohbarinc.htm |
| 2018-07-12 | 8-K | 2018-07-12 | 8.01 Other Events | 8.01 On July 12, 2018, CohBar, Inc. issued a press release announcing its initiation of a Phase 1a/1b safety and biomarker study of CB4211, its lead candidate under development as a potential treatment for non-alcoholic steatohepatitis (NASH) and obesity. | f8k071218_cohbarinc.htm |
| 2018-06-27 | 8-K | 2018-06-27 | 8.01 Other Events | 8.01 On June 27, 2018, CohBar, Inc. issued a press release announcing the sale of approximately $20 million in shares of its common stock pursuant to the previously-disclosed Controlled Equity Offering Sales Agreement by and between the Company and Cantor Fitzgerald & Co. A copy of the press release is attached hereto as Exhibit 99.1. | f8k062718_cohbarinc.htm |
| 2018-06-21 | 8-K | 2018-06-19 | 5.07 Submission of Matters to a Vote of Security Holders | 5.07 On June 19, 2018, the Company held its 2018 Annual Meeting of Stockholders (the “Annual Meeting”). | f8k061918_cohbarinc.htm |
| 2018-06-12 | 8-K | 2018-06-12 | 1.01 Entry into a Material Definitive Agreement | 1.01 Entry into a Material Definitive Agreement. | f8k061118_cohbarinc.htm |
| 2018-06-07 | 8-K | 2018-06-06 | 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 3.01 On June 6, 2018, CohBar, Inc. (the “Company”) received written notice from the NASDAQ Stock Market (“NASDAQ”) stating that the Company had regained compliance with NASDAQ’s audit committee requirements under NASDAQ Listing Rule 5605(c)(2) upon the appointment of Dr. Philippe Calais to the Company’s Board of Directors (the “Board”) and the Board’s Audit Committee on June 6, 2018, as discussed further below. 5.02 Departure of Directors or Certain officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. | f8k060618_cohbarinc.htm |
| 2018-05-29 | 8-K | 2018-05-29 | 8.01 Other Events | 8.01 On May 29, 2018, CohBar, Inc. issued a press release announcing its abstract has been accepted for poster presentation at the upcoming American Diabetes Association 78th Scientific Sessions in Orlando, Florida from June 22-26, 2018. | f8k052918_cohbarinc.htm |
| 2018-05-15 | 8-K | 2018-05-15 | 2.02 Results of Operations and Financial Condition | 2.02 On May 15, 2018, CohBar, Inc. issued a press release announcing its financial results for the quarter ended March 31, 2018. | f8k051518_cohbarinc.htm |
| 2018-05-04 | 8-K | 2018-03-29 | 8.01 Other Events | 8.01 As previously reported, on March 29, 2018 and April 13, 2018, CohBar, Inc. (the “Company”) entered into Note and Warrant Purchase Agreements (the “Purchase Agreements”) with certain accredited investors (the “Investors”) pursuant to which the Company issued to the Investors an aggregate of $3,902,500 of its 8% Unsecured Promissory Notes Due 2021 (the “Notes”). | f8k032918b_cohbarinc.htm |
| 2018-04-30 | 8-K | 2018-04-26 | 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing | 3.01 On April 26, 2018, CohBar, Inc. (the “Company”) received written notice from the NASDAQ Stock Market (“NASDAQ”) stating that the Company is not in compliance with the audit committee requirements for continued listing on the NASDAQ Capital Market, as set forth in NASDAQ Listing Rule 5605 (the “Audit Committee Requirements”), following the resignation of Marc Goldberg from the Company’s Board of Directors and Audit Committee on April 16, 2018. | f8k042618_cohbarinc.htm |
| 2018-04-20 | 8-K | 2018-04-16 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 Departure of Directors or Certain officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. | f8k041618_cohbarinc.htm |
| 2018-04-13 | 8-K | 2018-04-13 | 1.01 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 | 3.02 On April 13, 2018, CohBar, Inc. (“CohBar” or the “Company”) entered into Note and Warrant Purchase Agreements (the “Purchase Agreements”) with certain accredited investors (the “Investors”) pursuant to which the Company issued to the Investors $1,760,000 aggregate principal amount of its 8% Unsecured Promissory Notes Due 2021 (the “Notes”). | f8k041318_cohbarinc.htm |
| 2018-04-02 | 8-K | 2018-04-02 | 2.02 Results of Operations and Financial Condition | 2.02 On April 2, 2018, CohBar, Inc. issued a press release announcing its financial results for the quarter ended December 31, 2017. | f8k040218_cohbarinc.htm |
| 2018-03-29 | 8-K | 2018-03-25 | 1.01 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; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 3.02 On March 29, 2018, CohBar, Inc. (“CohBar” or the “Company”) entered into Note and Warrant Purchase Agreements (the “Purchase Agreements”) with certain accredited investors (the “Investors”) pursuant to which the Company issued to the Investors $2,142,500 aggregate principal amount of its 8% Unsecured Promissory Notes Due 2021 (the “Notes”). 5.02 On March 25, 2018, the Company’s Board of Directors, upon recommendation of the Compensation Committee, granted a stock option award to the Company’s Chief Financial Officer, Jeffrey Biunno, pursuant to the Company’s Amended and Restated 2011 Equity Incentive Plan. | f8k0318_cohbarinc.htm |
| 2018-03-26 | 8-K | 2018-03-26 | 8.01 Other Events | 8.01 On March 26, 2018, CohBar, Inc. issued a press release pursuant to Rule 135c under the Securities Act of 1933, as amended (the “Securities Act”), announcing its intention to complete a private placement offering of certain securities. | f8k032618_cohbarinc.htm |
| 2017-12-13 | 8-K | 2017-12-13 | 8.01 Other Events | 8.01 On December 13, 2017, CohBar, Inc. (the “Company”) issued a press release announcing that its common stock had been approved for listing on The NASDAQ Capital Market, and that it expects to commence trading under its current symbol “CWBR” on or about December 15, 2017. | f8k121317_cohbarinc.htm |
| 2017-12-08 | 8-K | 2017-12-06 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 Departure of Directors or Certain officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. | f8k120617_cohbarinc.htm |
| 2017-11-13 | 8-K | 2017-11-13 | 2.02 Results of Operations and Financial Condition | 2.02 On November 13, 2017, CohBar, Inc. issued a press release announcing its financial results for the quarter ended September 30, 2017. | f8k111317_cohbarinc.htm |
| 2017-08-14 | 8-K | 2017-08-14 | 2.02 Results of Operations and Financial Condition | 2.02 On August 14, 2017, CohBar, Inc. issued a press release announcing its financial results for the quarter ended June 30, 2017. | f8k081417_cohbarinc.htm |
| 2017-07-18 | 8-K | 2017-07-14 | 1.01 Entry into a Material Definitive Agreement; 3.02 Unregistered Sales of Equity Securities; 7.01 Regulation FD Disclosure | 1.01 On July 14, 2017, CohBar, Inc. (“CohBar” or the “Company”) accepted subscriptions (the “Subscription Agreements”) from investors and issued common stock and warrants (the “Warrants”) in the private placement described under Item 3.02 below. 3.02 On July 14, 2017, the Company issued and sold an aggregate of 3,438,053 units at a price of $1.50 per unit for total proceeds of approximately $5.16 million. 7.01 On July 17, 2017, the Company issued a press release regarding the transactions described above under Item 1.01 and Item 3.02 of this Current Report on Form 8-K. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference. | f8k071417_cohbarinc.htm |
| 2017-06-23 | 8-K | 2017-06-23 | 8.01 Other Events | 8.01 On June 23, 2017, CohBar, Inc. issued a press release pursuant to Rule 135c under the Securities Act of 1933, as amended (the “Securities Act”), announcing its intention to complete a private placement offering of its securities. | f8k062317_cohbarinc.htm |
| 2017-06-19 | 8-K | 2017-06-15 | 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 Holders | 5.02 At the Annual Meeting of the stockholders of CohBar, Inc (the “Company”), held on June 15, 2017, the stockholders approved amendments to the Company’s Amended and Restated 2011 Equity Incentive Plan (the “Plan”). 5.07 On June 15, 2017, the Company held its 2017 Annual Meeting of Stockholders (the “Annual Meeting”). | f8k061517_cohbarinc.htm |
| 2017-05-15 | 8-K | 2017-05-15 | 2.02 Results of Operations and Financial Condition | 2.02 On May 15, 2017, CohBar, Inc. issued a press release announcing its financial results for the quarter ended March 31, 2017. | f8k051517_cohbarinc.htm |
| 2017-03-22 | 8-K | 2017-03-22 | 2.02 Results of Operations and Financial Condition | 2.02 On March 22, 2017, CohBar, Inc. issued a press release announcing its financial results for the quarter ended December 31, 2016. | f8k032217_cohbarinc.htm |
| 2017-02-02 | 8-K | 2017-01-29 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 On January 29, 2017, the Compensation Committee of the Board of Directors (the “Committee”) of CohBar, Inc. (“we,” “us” or “our”) approved the grant of stock option awards to certain of our executive officers and directors pursuant to our Amended and Restated 2011 Equity Incentive Plan (the “Plan”). | f8k012917_cohbarinc.htm |
| 2016-11-14 | 8-K | 2016-11-14 | 2.02 Results of Operations and Financial Condition | 2.02 On November 14, 2016, CohBar, Inc. issued a press release announcing its financial results for the quarter ended September 30, 2016. | f8k111416_cohbarinc.htm |
| 2016-09-30 | 8-K | 2016-09-30 | 8.01 Other Events | 8.01 On September 30, 2016, CohBar, Inc. (the “Company”) issued a press release announcing the selection of two analogs from the Company’s MOTS-c program for advancement into IND-enabling activities. | f8k093016_cohbar.htm |
| 2016-08-15 | 8-K | 2016-08-15 | 2.02 Results of Operations and Financial Condition | 2.02 On August 15, 2016, CohBar, Inc. issued a press release announcing its financial results for the quarter ended June 30, 2016. | f8k081516_cohbarinc.htm |
| 2016-06-16 | 8-K | 2016-06-14 | 5.07 Submission of Matters to a Vote of Security Holders | 5.07 On June 14, 2016, CohBar, Inc. (the “Company”) held its 2016 Annual Meeting of Stockholders (the “Annual Meeting”). | f8k061416_cohbarinc.htm |
| 2016-05-13 | 8-K | 2016-05-13 | 2.02 Results of Operations and Financial Condition | 2.02 On May 13, 2016, CohBar, Inc. issued a press release announcing its financial results for the quarter ended March 31, 2016. | f8k051316_cohbarinc.htm |
| 2016-03-09 | 8-K | 2016-03-09 | 2.02 Results of Operations and Financial Condition | 2.02 On March 9, 2016, CohBar, Inc. issued a press release announcing its financial results for the quarter ended December 31, 2015. | f8k030916_cohbarinc.htm |
| 2016-03-09 | 8-K | 2016-03-07 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 On March 7, 2016, the Board of Directors of CohBar, Inc. (“we,” “us” or “our”), appointed Simon Allen as our Chief Executive Officer. | f8k030716_cohbarinc.htm |
| 2015-11-16 | 8-K | 2015-11-16 | 2.02 Results of Operations and Financial Condition | 2.02 On November 16, 2015, CohBar, Inc. issued a press release announcing its financial results for the quarter ended September 30, 2015. | f8k111615_cohbarinc.htm |
| 2015-08-11 | 8-K | 2015-08-11 | 2.02 Results of Operations and Financial Condition | 2.02 On August 11, 2015, CohBar, Inc. issued a press release announcing its financial results for the quarter ended June 30, 2015. | v417248_8k.htm |
| 2015-06-11 | 8-K | 2015-06-09 | 5.07 Submission of Matters to a Vote of Security Holders | 5.07 On June 9, 2015, CohBar, Inc. (the “Company”) held its 2015 Annual Meeting of Stockholders (the “Annual Meeting”). | v412906_8k.htm |
| 2015-06-09 | 8-K | 2015-06-09 | 7.01 Regulation FD Disclosure | 7.01 The presentation will be delivered to stockholders in attendance at the Company’s 2015 Annual Meeting of Stockholders (the “Annual Meeting”) on June 9, 2015. | v412643_8k.htm |
| 2015-05-15 | 8-K | 2015-05-15 | 2.02 Results of Operations and Financial Condition | 2.02 On May 15, 2015, Cohbar, Inc. issued a press release announcing its financial results for the quarter ended March 31, 2015. | v410401_8k.htm |
| 2015-04-08 | 8-K | 2015-04-08 | 7.01 Regulation FD Disclosure | 7.01 The presentation provides an overview of the Company’s strategy, research and future objectives. | v406728_8k.htm |
| 2015-03-31 | 8-K | 2015-03-31 | 2.02 Results of Operations and Financial Condition | 2.02 On March 31, 2015, CohBar, Inc. issued a press release announcing its financial results for the year ended December 31, 2014. | v405624_8-k.htm |
| 2015-01-08 | 8-K | 2015-01-06 | 3.02 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; 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year; 8.01 Other Events | 3.02 As described below in Item 8.01, on January 6, 2015, CohBar, Inc. (the “Company”) completed its initial public offering (the “IPO”) of 11,250,000 units at a price of US$1.00 per unit. 5.02 In connection with the IPO, the Company amended and restated its 2011 Equity Incentive Plan (the “Plan”). 5.03 Effective January 6, 2015, the Company amended and restated its certificate of incorporation and bylaws, as described in the Company’s Registration Statement on Form S-1 filed in connection with the IPO, as amended. 8.01 On January 6, 2015, the Company completed its initial public offering of 11,250,000 units at a price of US$1.00 per unit, resulting in gross proceeds of US$11,250,000. | d849066d8k.htm |