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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

 

FORM 8-K

 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of

The Securities Exchange Act of 1934

 

Date of Report: July 6, 2023

(Date of earliest event reported)

 

TITAN PHARMACEUTICALS, INC.

(Exact name of registrant as specified in its charter)

 

Delaware   001-13341   94-3171940
(State or other jurisdiction
of incorporation)
  (Commission File Number)   (IRS Employer
Identification No.)

 

400 Oyster Point Blvd., Suite 505, South San Francisco, CA 94080

(Address of principal executive offices, including zip code)

 

650-244-4990

(Registrant’s telephone number, including area code)

 

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:

 

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(s)   Name of each exchange on which registered
Common Stock, par value $0.001 per share   TTNP   Nasdaq Capital Market

 

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 8.01.   Other Events.

 

On July 6, 2023, the Board of Directors (the “Board”) of Titan Pharmaceuticals, Inc. held a meeting at which it determined that a majority of the Board is comprised of independent directors in accordance with Nasdaq Listing Rule 5605(b)(1)(A). The Board also determined the composition of the Board committees for the upcoming year. The committees of the Board will be constituted as follows:

 

Audit Committee: David Natan (Chair), Eric Greenberg, Matthew McMurdo

 

Compensation Committee: Matthew McMurdo (Chair), Peter Chasey, David Natan

 

Nominating and Governance Committee: Avraham Ben-Tzvi (Chair), Peter Chasey, Eric Greenberg

 

David E. Lazar will continue as Chairman of the Board.

 

Item 9.01.   Financial Statements and Exhibits.

 

(d)Exhibits

 

Exhibit No.   Description
104   Cover Page Interactive Data (embedded within the Inline XBRL document).

 

1

 

 

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.

 

  TITAN PHARMACEUTICALS, INC.
     
  By: /s/ David E. Lazar
   

David E. Lazar

Chief Executive Officer

 

Date:     July 7, 2023

 

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