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.
- 2016-12-19: Form 8-K; Period of report 2016-12-14; Description 1.01 Entry into a Material Definitive Agreement; Details 1.01.
- 2016-12-13: Form 8-K; Period of report 2016-12-08; Description 2.02 Results of Operations and Financial Condition; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; Details 2.02.
- 2016-11-29: Form 8-K; Period of report 2016-11-28; Description 8.01 Other Events; Details 8.01.
- 2016-11-22: Form 8-K; Period of report 2016-11-22; Description 1.01 Entry into a Material Definitive Agreement; 8.01 Other Events; Details 1.01.
| Filed | Form | Period of report | Description | Details | Document |
|---|---|---|---|---|---|
| 2016-12-19 | 8-K | 2016-12-14 | 1.01 Entry into a Material Definitive Agreement | 1.01 On December 14, 2016, BioPharmX, Inc., a Nevada corporation and wholly-owned subsidiary of BioPharmX Corporation (“Company”), and Refuge Biotechnologies, Inc., a Delaware corporation, entered into a Sublease Agreement (“Sublease”) for the lease of approximately 12,066 square feet of office and laboratory space located at 1505 Adams Drive, Menlo Park, California, which will replace the Company’s current corporate headquarters. | bpmx-20161214x8k.htm |
| 2016-12-13 | 8-K | 2016-12-08 | 2.02 Results of Operations and Financial Condition; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 2.02 On December 13, 2016, the Company issued a press release announcing its financial results and certain other information for the quarterly period ended October 31, 2016. | bpmx-20161208x8k.htm |
| 2016-11-29 | 8-K | 2016-11-28 | 8.01 Other Events | 8.01 On November 28, 2016, BioPharmX Corporation (the “Company”) closed its previously announced underwritten public offering of (i) an aggregate 31,489,429 Class A Units, each consisting of one share of the Company’s common stock and one seven-year warrant to purchase 0.75 of a share of common stock (which equates to 75% warrant coverage) at an exercise price of $0.35 per share, at a public offering price of $0.35 per unit and (ii) 1,515 Class B Units, each consisting of one share of the Company’s Series A convertible preferred stock with a stated value of $1,000 per share and convertible into shares of common stock at the public offering price of the Class A Units, together with the equivalent number of warrants (75% warrant coverage) to purchase shares of common stock at an exercise price of $0.35 per share as would have been issued in connection with a purchase of $1,000 of Class A Units based at the public offering price. | v453993_8k.htm |
| 2016-11-22 | 8-K | 2016-11-22 | 1.01 Entry into a Material Definitive Agreement; 8.01 Other Events | 1.01 On November 22, 2016, BioPharmX Corporation (the “Company”) entered into an underwriting agreement (the “Agreement”) with Roth Capital Partners, LLC (“Roth Capital”), as representative (the “Representative”) of the several underwriters identified therein (collectively, the “Underwriters”), pursuant to which the Company agreed to issue and sell to the Underwriters (i) an aggregate 31,489,429 Class A Units, each consisting of one share of the Company’s common stock, par value $0.001 per share (the “Common Stock”), and one seven-year warrant to purchase 0.75 of a share of Common Stock (which equates to 75% warrant coverage) at an exercise price of $0.35 per share, at a public offering price of $0.35 per unit and (ii) 1,515 Class B Units, each consisting of one share of the Company’s Series A convertible preferred stock, par value $0.001 per share (the “Series A Preferred Stock”), with a stated value of $1,000 per share and convertible into shares of Common Stock at the public offering price of the Class A Units, together with the equivalent number of warrants (75% warrant coverage) as would have been issued in connection with a purchase of $1,000 of Class A Units based at the public offering price. 8.01 On November 22, 2016, the Company issued a press release announcing that it had priced the Offering described above. | a16-19529_68k.htm |
| 2016-10-07 | 8-K | 2016-10-05 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 On October 5, 2016, Craig Barbarosh, a member of the Board of Directors (the “Board”) of BioPharmX Corporation (the “Company”), informed the Board of his decision to resign from the Board, effective immediately. | a16-19650_18k.htm |
| 2016-09-27 | 8-K | 2016-09-25 | 1.01 Entry into a Material Definitive Agreement; 3.02 Unregistered Sales of Equity Securities; 7.01 Regulation FD Disclosure | 1.01 On September 25, 2016, BioPharmX Corporation (the “Company”) entered into a Securities Purchase Agreement (the “Purchase Agreement”) with certain investors (the “Investors”) for the sale by the Company of 1,550,000 shares (the “Common Shares”) of the Company’s common stock, par value $0.001 per share (the “Common Stock”), at a purchase price of $0.60 per share. 3.02 The information contained above in Item 1.01 related to the Warrants and the Wainwright Warrants is hereby incorporated by reference into this Item 3.02. 7.01 On September 26, 2016, the Company issued a press release regarding the transactions described above under Item 1.01 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. | a16-19111_38k.htm |
| 2016-09-19 | 8-K | 2016-09-15 | 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing | 3.01 On September 15, 2016, BioPharmX Corporation (“Company”) received a notice from the New York Stock Exchange Market (“NYSE MKT”) that NYSE Regulation has reviewed the Company’s compliance plan and determined to accept the plan and grant a plan period through January 20, 2018. | a16-18673_18k.htm |
| 2016-09-16 | 8-K | 2016-09-16 | 3.02 Unregistered Sales of Equity Securities; 8.01 Other Events | 3.02 See the disclosure under Item 8.01 of this report. 8.01 As previously disclosed, on August 12, 2016, BioPharmX Corporation, a Delaware corporation (the “Company”), entered into a purchase agreement (the “Purchase Agreement”) for the sale and issuance of an aggregate of 2,423,077 shares (the “Private Placement Shares”) of the Company’s common stock in a private placement transaction (the “Private Placement”) and, on August 17, 2016, closed on the sale of 2,269,231 of the Private Placement Shares. | a16-18089_18k.htm |
| 2016-09-12 | 8-K | 2016-09-12 | 2.02 Results of Operations and Financial Condition | 2.02 On September 12, 2016, BioPharmX Corporation (“Company”) issued a press release announcing its financial results and certain other information for the quarterly period ended July 31, 2016. | v448645_8k.htm |
| 2016-08-24 | 8-K | 2016-08-24 | 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 Events | 2.03 The disclosure required by this Item is contained in Item 8.01 is incorporated herein by reference. 3.02 See the disclosure under Item 8.01 of this report. 8.01 As previously disclosed, on August 17, 2016, BioPharmX Corporation, a Delaware corporation (the “Company”), entered into a subscription agreement (the “Subscription Agreement”) for the issuance of an unsecured convertible promissory note in the principal amount of $500,000 (the “Note”) to the purchaser signatory thereto (the “Purchaser”). | a16-17428_18k.htm |
| 2016-08-18 | 8-K | 2016-08-12 | 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 | 1.01 Entry into a Material Definitive Agreement. 2.03 The disclosure required by this Item 2.03 under the captions “Secured Convertible Note” and “Unsecured Convertible Note” contained in Item 1.01 is incorporated herein by reference. 3.02 See the disclosure under Item 1.01 of this report. | a16-16519_18k.htm |
| 2016-07-25 | 8-K | 2016-07-20 | 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 July 20, 2016, BioPharmX Corporation (“Company”) received a notice from the NYSE MKT LLC (“NYSE MKT”) that the Company is not in compliance with the stockholders’ equity requirements set forth in Sections 1003(a)(i)-(iii) of the NYSE MKT Company Guide. 5.02 On July 21, 2016, the Compensation Committee of the Board of Directors (the “Committee”) of the Company approved stock option grants to Anja Krammer, the Company’s President, Kin Chan, PhD., the Company’s Executive Vice President of Research & Development, and Greg Kitchener, the Company’s Chief Financial Officer, pursuant to the Company’s 2016 Equity Incentive Plan (the “Options”). | a16-15384_18k.htm |
| 2016-07-06 | 8-K | 2016-07-01 | 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 On July 1, 2016, the Compensation Committee of the Board of Directors (the “Committee”) of BioPharmX Corporation (the “Company”) approved option grants to Anja Krammer, the Company’s President, Kin Chan, PhD., the Company’s Executive Vice President of Research & Development, and Greg Kitchener, the Company’s Chief Financial Officer, of stock options pursuant to the Company’s 2014 Equity Incentive Plan (the “Options”). 5.07 The Company held its 2016 Annual Meeting of Stockholders on July 5, 2016 (the “Annual Meeting”). | a16-14497_18k.htm |
| 2016-06-14 | 8-K | 2016-06-14 | 2.02 Results of Operations and Financial Condition | 2.02 On June 14, 2016, BioPharmX Corporation (“Company”) issued a press release announcing its financial results and certain other information for the quarterly period ended April 30, 2016. | v442254_8k.htm |
| 2016-05-12 | 8-K | 2016-05-11 | 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 May 11, 2016, James Pekarsky, Chief Executive Officer, Treasurer and a member of the Board of Directors (the “Board”) of BioPharmX Corporation (the “Company”) informed the Board of his decision to resign from these roles and his employment at the Company, effective on May 11, 2016. 8.01 On May 11, 2016, the Board appointed Mr. Michael Hubbard, who is currently a director, as the Company’s new Chairman of the Board, effective May 11, 2016. | a16-11196_18k.htm |
| 2016-04-26 | 8-K | 2016-04-26 | 2.02 Results of Operations and Financial Condition | 2.02 On April 26, 2016, BioPharmX Corporation (“Company”) issued a press release announcing its financial results and certain other information for the quarterly and annual periods ended January 31, 2016. | v437766_8k.htm |
| 2016-04-01 | 8-K | 2016-04-01 | 8.01 Other Events | 8.01 BioPharmX Corporation, a Delaware corporation (the “Company”), closed its previously announced underwritten public offering on April 1, 2016 in which 3,600,000 shares of common stock and warrants to purchase 1,952,000 shares of common stock were sold to the public at an offering price of $1.195 per share of common stock and $0.01 per warrant, including 152,000 warrants sold pursuant to the partial exercise of the underwriters’ over-allotment option. | a16-7810_18k.htm |
| 2016-03-29 | 8-K | 2016-03-28 | 1.01 Entry into a Material Definitive Agreement; 8.01 Other Events | 1.01 On March 29, 2016, BioPharmX Corporation (the “Company”) entered into an underwriting agreement (the “Agreement”) with Maxim Group LLC (“Maxim”), as lead book-running manager and sole representative of the several underwriters named in Schedule A thereto (the “Underwriters”), pursuant to which the Company agreed to issue and sell to the Underwriters an aggregate of 3,600,000 shares of the Company’s common stock, par value $0.001 per share (the “Common Stock”), together with warrants to purchase 1,800,000 shares of the Company’s Common Stock at an exercise price equal to $1.20 per share (each a “Warrant” and collectively, the “Warrants”). 8.01 On March 28, 2016, the Company issued a press release announcing the Offering. | a16-6064_28k.htm |
| 2016-03-28 | 8-K | 2016-03-28 | 2.02 Results of Operations and Financial Condition | 2.02 On March 28, 2016, BioPharmX Corporation, a Delaware corporation (the “Company”), filed with the U.S. Securities and Exchange Commission (the “SEC”) a preliminary prospectus supplement pursuant to Rule 424(b)(5) under the Securities Act of 1933, as amended, relating to our Registration Statement on Form S-3 (File No. 333-209026) in connection with a proposed public offering of the Company’s common stock and warrants. | a16-5899_38k.htm |
| 2016-03-18 | 8-K | 2016-03-17 | 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year | 5.03 On March 17, 2016, BioPharmX Corporation, a Delaware corporation (the “Company”), filed with the Secretary of State of the State of Delaware a Certificate of Elimination (the “Certificate of Elimination”), with respect to 5,500,000 shares of unissued Series A Preferred Stock, par value $0.001 per share (the “Series A Preferred Stock”). | a16-6064_18k.htm |
| 2016-01-27 | 8-K | 2016-01-26 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 On January 26, 2016, the Board of Directors (the “Board”) of BioPharmX Corporation the “Company”) authorized an increase in the number of members of the Board from five to six. | v429749_8k.htm |