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): July 7, 2015

 

AETHLON MEDICAL, INC.

(Exact name of registrant as specified in its charter)

 

         

Nevada

(State or other jurisdiction

of incorporation)

 

000-21846

(Commission File Number)

 

13-3632859

(IRS Employer

Identification Number)

 

9635 Granite Ridge Drive, Suite 100

San Diego, California

(Address of principal executive offices)

 

92123

(Zip Code)

 

Registrant’s telephone number, including area code: (858) 459-7800

 

Not applicable

(Former name or former address, if changed since last report.)

 

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 (see General Instruction A.2 below):

     
o   Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
     
o   Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
     
o   Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
     
o   Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

FORWARD-LOOKING STATEMENTS

 

This Current Report on Form 8-K and other reports filed by Registrant from time to time with the Securities and Exchange Commission (collectively, the "Filings") contain or may contain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934 that involve risks and uncertainties. Statements containing words such as “may,” “believe,” “anticipate,” “expect,” “intend,” “plan,” “project,” “will,” “projections,” “estimate,” or similar expressions constitute forward-looking statements. Such forward-looking statements are subject to significant risks and uncertainties and actual results may differ materially from the results anticipated in the forward-looking statements. Such statements reflect the current view of Registrant with respect to future events and are subject to risks, uncertainties, assumptions and other factors relating to Registrant's industry, Registrant's operations and results of operations and any businesses that may be acquired by Registrant. Should one or more of these risks or uncertainties materialize, or should the underlying assumptions prove incorrect, actual results may differ significantly from those anticipated, believed, estimated, expected, intended or planned.

 

 
 

 

Although Registrant believes that the expectations reflected in the forward-looking statements are reasonable, Registrant cannot guarantee future results, levels of activity, performance or achievements. Except as required by applicable law, including the securities laws of the United States, Registrant does not intend to update any of the forward-looking statements to conform these statements to actual results.

 

ITEM 8.01     OTHER EVENTS.

 

On July 7, 2015, Registrant received written notification from The NASDAQ Stock Market LLC that Registrant’s application to list its common stock on the Nasdaq Capital Market has been approved. It is anticipated that Registrant’s common stock will begin trading on the Nasdaq Capital Market at the opening of market hours on Monday, July 13, 2015. The common stock will continue to trade under the symbol AEMD.

 

On July 8, 2015, the Registrant issued a press release announcing the approval of the Nasdaq Capital Market listing. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated by reference herein.

 

ITEM 9.01     FINANCIAL STATEMENTS AND EXHIBITS.

 

EXHIBIT NO. DESCRIPTION
   
99.1 Press Release entitled “Aethlon Medical Announces Nasdaq Capital Market Listing Approval”

 

 

 
 

 

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.

 

 

        AETHLON MEDICAL, INC.
         
       

 

By: /s/ James B. Frakes

        James B. Frakes
    Dated: July 8, 2015   Chief Financial Officer

 

 

 



Exhibit 99.1

 

 

Aethlon Medical Announces Nasdaq Capital Market Listing Approval

 

SAN DIEGO, July 8, 2015 /PRNewswire/ -- Aethlon Medical, Inc. (OTCQB:AEMD), the pioneer in creating affinity biofiltration devices to treat life-threatening diseases, today announced that the Company’s application to list its common stock on the Nasdaq Capital Market has been approved by The NASDAQ Stock Market LLC. Aethlon's common stock is expected to begin trading on the Nasdaq Capital Market at the opening of market hours on Monday, July 13, 2015 under its existing trading symbol, AEMD.

 

"Trading on Nasdaq is a pivotal corporate milestone that will help raise the visibility of our therapeutic endeavors and increase the appeal of our shares to mutual funds, pension funds, and other institutional investors that may have previously been restricted from trading our shares," stated Jim Joyce, Chairman and CEO of Aethlon Medical.

 

About Aethlon Medical, Inc.

 

Aethlon Medical creates affinity biofiltration devices to treat life-threatening diseases.  Our lead therapeutic candidate is the Aethlon Hemopurifier®, a first-in-class device that targets the rapid elimination of infectious viruses and cancer-promoting exosomes from the circulatory system of treated individuals.  U.S. clinical progression of Hemopurifier therapy is being advanced under an FDA approved clinical study. We also provide government contracting services to the Defense Advanced Research Projects Agency related to the development of a biofiltration device to treat sepsis.  Additional information can be found online at www.AethlonMedical.com or you can connect with us on on Twitter, LinkedIn, Facebook and Google+.

 

This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934 that involve risks and uncertainties. Statements containing words such as “may,” “believe,” “anticipate,” “expect,” “intend,” “plan,” “project,” “will,” “projections,” “estimate,” or similar expressions constitute forward-looking statements. Such forward-looking statements are subject to significant risks and uncertainties and actual results may differ materially from the results anticipated in the forward-looking statements. Factors that may contribute to such differences include, without limitation, the Company's ability to maintain its listing on the Nasdaq Capital Market, or any other national securities exchange, that the Company or its subsidiary will not be able to commercialize its products, that the FDA will not approve the initiation or continuation of the Company's clinical programs or provide market clearance of the Company's products, the Company's ability to raise capital when needed, the Company's ability to complete the development of its planned products, the Company's ability to manufacture its products either internally or through outside companies, the impact of government regulations, patent protection on the Company's proprietary technology, the ability of the Company to meet the milestones contemplated in its contract with DARPA, product liability exposure, uncertainty of market acceptance, competition, technological change, and other risk factors. The foregoing list of risks and uncertainties is illustrative, but is not exhaustive. Additional factors that could cause results to differ materially from those anticipated in forward-looking statements can be found under the caption “Risk Factors” in the Company’s Annual Report on Form 10-K for the year ended March 31, 2015, and in the Company’s other filings with the Securities and Exchange Commission. Except as may be required by law, the Company does not intend, nor does it undertake any duty, to update this information to reflect future events or circumstances.

 

 
 

 

Contacts:

 

James A. Joyce

Chairman and CEO

(Office) 858.459.7800 x301

(Cell) 619-368-2000

jj@aethlonmedical.com

 

Jim Frakes

Chief Financial Officer

858.459.7800 x300

jfrakes@aethlonmedical.com

 

Mike Smargiassi/Brad Edwards

Brainerd Communicators, Inc

212-986-6667

smarg@braincomm.com

 

David Zazoff

MDM Worldwide Solutions

646-403-3554

dzazoff@mdmworldwide.com

 

 

 

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