UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
(d)
On April 20, 2023, the Board of Directors of Cocrystal Pharma, Inc. (the “Company”) appointed Fred Hassan as a director, thereby increasing the number of directors to six.
As previously disclosed, prior to Mr. Hassan’s appointment on April 4, 2023 the Company entered into a Securities Purchase Agreement with Mr. Hassan and Phillip Frost, a director of the Company, pursuant to which each individual purchased 1,015,229 shares of common stock for $2,000,000. There was no arrangement or understanding between Mr. Hassan and any other persons pursuant to which he was appointed as a director and there are no related party transactions between the Company and Mr. Hassan reportable under Item 404(a) of Regulation S-K.
Item 7.01 Regulation FD Disclosure.
On April 24, 2023, the Company issued a press release announcing the appointment of Mr. Hassan as a director. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K. The information in this Item 7.01 (including Exhibit 99.1) shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to the liabilities under such section, and shall not be deemed to be incorporated by reference into any filing of the Company under the Securities Act of 1933, or the Exchange Act.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
| Exhibit | Description | |
| 99.1 | Press Release dated April 24, 2023 | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
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.
| Cocrystal Pharma, Inc. | ||
| Date: April 24, 2023 | By: | /s/ James Martin |
| Name: | James Martin | |
| Title: | Chief Financial Officer and Co-Chief Executive Officer | |