Current Report Filing (8-k)
01 Mai 2023 - 10:53PM
Edgar (US Regulatory)
0001176309
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0001176309
2023-05-01
2023-05-01
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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):
May 1, 2023
ORAMED PHARMACEUTICALS INC.
(Exact name of registrant as specified
in its charter)
delaware |
|
001-35813 |
|
98-0376008 |
(State or Other Jurisdiction |
|
(Commission File Number) |
|
(IRS Employer |
of Incorporation) |
|
|
|
Identification No.) |
1185 Avenue of the Americas, Third Floor, New York, New York |
|
10036 |
(Address of Principal Executive Offices) |
|
(Zip Code) |
844-967-2633
(Registrant’s telephone number, including
area code)
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:
| ☐ | 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)) |
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 $0.012 |
|
ORMP |
|
The Nasdaq Capital Market,
Tel Aviv Stock Exchange |
Indicate by check mark whether
the registrant is an emerging growth company 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. ☐
Item 5.02. Departure of Directors or Certain
Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On April 27, 2023, Oramed
Pharmaceuticals Inc. (the “Company”) increased the size of its Board of Directors (the “Board”) by one and appointed
Mr. Benjamin Shapiro to serve as a director to fill the resulting vacancy, effective as of May 1, 2023.
The Board has not yet taken
action to appoint Mr. Shapiro to any committees of the Board.
Ben Shapiro, age 39, is a
successful entrepreneur and business professional who co-founded The Daily Wire, a successful, industry leading, international media outlet
in June 2015. Since May 2015, he is host of “The Ben Shapiro Show,” a popular podcast, and he is the author of numerous New
York Times best-selling books. Mr. Shapiro earned a B.A. in Political Science from UCLA in 2004, summa cum laude, and a law degree
from Harvard Law School in 2007, cum laude.
As remuneration for his service
as a director, Mr. Shapiro will receive the same fees as the Company’s other non-executive directors. Except as otherwise set forth
herein, there is no arrangement or understanding between Mr. Shapiro and any other person pursuant to which he was elected as a director,
and there are no transactions in which Mr. Shapiro has an interest requiring disclosure under Item 404(a) of Regulation S-K. In connection
with Mr. Shapiro’s appointment, the Company expects to enter into its standard indemnification agreement with Mr. Shapiro, on substantially
the same terms as the indemnification agreements previously entered into between the Company and each of its directors and executive officers.
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.
|
ORAMED PHARMACEUTICALS INC. |
|
|
|
By: |
/s/
Nadav Kidron |
|
Name: |
Nadav Kidron |
|
Title: |
President and CEO |
May 1, 2023
2
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