TREX WIND-DOWN, INC. Form 8-K: Current report
Filings on SEC EDGAR, newest first; amendments sit with their base form. Values are as filed.
- 2024-05-09: Form 8-K/A; Period of report 2024-05-06; Description 1.03 Bankruptcy or Receivership; 3.03 Material Modification to Rights of Security Holders; 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; Details 1.03.
- 2024-05-09: Form 8-K; Period of report 2024-05-06; Description 1.03 Bankruptcy or Receivership; 3.03 Material Modification to Rights of Security Holders; 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; Details 1.03.
- 2024-04-26: Form 8-K; Period of report 2024-04-22; Description 8.01 Other Events; Details 8.01.
- 2024-03-26: Form 8-K; Period of report 2024-03-20; Description 8.01 Other Events; Details 8.01.
| Filed | Form | Period of report | Description | Details | Document |
|---|---|---|---|---|---|
| 2024-05-09 | 8-K/A | 2024-05-06 | 1.03 Bankruptcy or Receivership; 3.03 Material Modification to Rights of Security Holders; 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 | 1.03 As previously disclosed, on November 17, 2023, the Company and certain of its subsidiaries (the “Debtors”) filed voluntary petitions under Chapter 11 of the United States Bankruptcy Code (the “Chapter 11 Case”) in the United States Bankruptcy Court for the District of Delaware (the “Court”). 3.03 The disclosure under Item 1.03 of this Current Report is incorporated herein by reference. 5.01 The disclosure under Item 1.03 of this Current Report is incorporated herein by reference. 5.02 In connection with the effectiveness of the Plan, the directors and officers of the Company have been discharged from their duties and terminated automatically from such positions. 8.01 In conjunction with the effectiveness of the Plan and the cancellation of all of the Company’s outstanding shares of common stock, the Company intends to file post-effective amendments to each of its Registration Statements on Form S-3 and Form S-8 and promptly file a Form 15 with the Securities and Exchange Commission to deregister its securities under Section 12(g) of the Securities Exchange Act of 1934, as amended (“Exchange Act”), and suspend its reporting obligations under the Exchange Act. | form8-ka.htm |
| 2024-05-09 | 8-K | 2024-05-06 | 1.03 Bankruptcy or Receivership; 3.03 Material Modification to Rights of Security Holders; 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 | 1.03 As previously disclosed, on November 17, 2023, Trex Wind-down, Inc. f/k/a Timber Pharmaceuticals, Inc. (the “Company”) and certain of its subsidiaries (the “Debtors”) filed voluntary petitions under Chapter 11 of the United States Bankruptcy Code (the “Chapter 11 Case”) in the United States Bankruptcy Court for the District of Delaware (the “Court”). 3.03 The disclosure under Item 1.03 of this Current Report is incorporated herein by reference. 5.01 The disclosure under Item 1.03 of this Current Report is incorporated herein by reference. 5.02 In connection with the effectiveness of the Plan, the directors and officers of the Company have been discharged from their duties and terminated automatically from such positions. 8.01 In conjunction with the effectiveness of the Plan and the cancellation of all of the Company’s outstanding shares of common stock, the Company intends to file post-effective amendments to each of its Registration Statements on Form S-3 and Form S-8 and promptly file a Form 15 with the Securities and Exchange Commission to deregister its securities under Section 12(g) of the Securities Exchange Act of 1934, as amended (“Exchange Act”), and suspend its reporting obligations under the Exchange Act. | form8-k.htm |
| 2024-04-26 | 8-K | 2024-04-22 | 8.01 Other Events | 8.01 As previously disclosed, on November 17, 2023, the Company and certain of its subsidiaries (the “Debtors”) filed voluntary petitions (the “Bankruptcy Petitions”) under Chapter 11 of the United States Bankruptcy Code in the United States Bankruptcy Court for the District of Delaware (the “Chapter 11 Case”). | form8-k.htm |
| 2024-03-26 | 8-K | 2024-03-20 | 8.01 Other Events | 8.01 As previously disclosed, on November 17, 2023, the Company and certain of its subsidiaries (the “Debtors”) filed voluntary petitions (the “Bankruptcy Petitions”) under Chapter 11 of the United States Bankruptcy Code in the United States Bankruptcy Court for the District of Delaware (the “Chapter 11 Case”). | form8-k.htm |
| 2024-02-22 | 8-K | 2024-02-16 | 8.01 Other Events | 8.01 As previously disclosed, on November 17, 2023, the Company and certain of its subsidiaries (the “Debtors”) filed voluntary petitions (the “Bankruptcy Petitions”) under Chapter 11 of the United States Bankruptcy Code in the United States Bankruptcy Court for the District of Delaware (the “Chapter 11 Case”). | form8-k.htm |
| 2024-01-26 | 8-K | 2024-01-22 | 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year; 8.01 Other Events | 5.03 On January 23, 2024, Trex Wind-down, Inc. (f/k/a Timber Pharmaceuticals, Inc.) (the “Company”) filed with the Secretary of State of the State of Delaware a certificate of amendment to the Company’s certificate of incorporation, as amended (the “Name Change Amendment”), in connection with the previously announced closing of the sale of substantially all of the assets of the Company and its subsidiaries on January 22, 2024 pursuant to the “stalking horse” asset purchase agreement by and among the Debtors (as defined herein), LEO Pharma A/S and LEO Spiny Merger Sub, Inc. The Name Change Amendment did not amend the certificate of incorporation except to change the corporate name from “Timber Pharmaceuticals, Inc.” to “Trex Wind-down, Inc.”, effective January 23, 2024. 8.01 As previously disclosed, on November 17, 2023, the Company and certain of its subsidiaries (the “Debtors”) filed voluntary petitions (the “Bankruptcy Petitions”) under Chapter 11 of the United States Bankruptcy Code in the United States Bankruptcy Court for the District of Delaware (the “Chapter 11 Case”). | form8-k.htm |
| 2024-01-23 | 8-K | 2024-01-22 | 1.01 Entry into a Material Definitive Agreement; 1.03 Bankruptcy or Receivership; 2.01 Completion of Acquisition or Disposition of Assets; 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. 1.03 The information set forth below in Item 2.01 in this Current Report on Form 8-K is hereby incorporated by reference into this Item 1.03. 2.01 As previously disclosed, on November 17, 2023, Timber Pharmaceuticals, Inc., a Delaware corporation (the “Company”), and certain of its subsidiaries (collectively with the Company, the “Debtors”) each filed voluntary petitions for relief under Chapter 11 of Title 11 of the United States Code (the “Bankruptcy Code”) in the United States Bankruptcy Court for the District of Delaware (the “Bankruptcy Court”). | form8-k.htm |