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): October 9,
2018
GT Biopharma, Inc.
(Exact
name of Registrant as specified in its charter)
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Delaware
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000-08092
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94-1620407
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(State or other Jurisdiction of
Incorporation or organization)
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(Commission File
Number)
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(IRS Employer I.D.
No.)
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310 N. Westlake Blvd
Suite 206
Westlake Village, CA 91362
Phone: (800) 304-9888
(Address,
including zip code, and telephone number, including area code,
of
registrant’s
principal executive offices)
100 South Ashley Drive
Suite 600
Tampa, FL 33602
(Former
name, former address and former fiscal year, 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):
☐
Written
communications pursuant to Rule 425 under the Securities Act (17
CFR 230.425)
☐
Soliciting material
pursuant to Rule l 4a- l 2 under the Exchange Act (17 CFR 240. l
4a- l 2)
☐
Pre-commencement
communications pursuant to Rule l 4d-2(b) under the Exchange Act
(17 CFR 240. l 4d-2(b))
☐
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17
CFR 240. l 3e-4(c))
Indicate
by check mark whether the registrant
is an emerging growth company as defined in 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 checkmark 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 October 9, 2018, Kathleen Clarence-Smith, MD, PhD resigned from
the Board. Dr. Clarence-Smith also resigned from her position as
President of the Neurology Division at GT Biopharma. This
resignation was also effective as of October 9, 2018. Neither
resignation involved any disagreement with the
Company.
Employment and Consulting Contracts
The Company has entered into a Consulting Agreement with Dr.
Clarence-Smith for the 12-month period ending October 8,
2019.
ITEM 9.01 Exhibits.
Separation Agreement, effective as of October 9, 2018 between the
Company and Dr. Clarence-Smith
SIGNATURE PAGE
Pursuant
to the requirement of the Securities and Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf
by the undersigned hereunto duly authorized.
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GT Biopharma, Inc.
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Dated:
October 12, 2018
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By:
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/s/
Raymond W. Urbanski
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Raymond
W. Urbanski
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Chairman and Chief
Executive Officer
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