UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM8-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): June 16, 2020
Tyme Technologies, Inc.
(Exact name of registrant as specified in its charter)
Delaware | 001-38169 | 45-3864597 | ||
(State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
17 State Street – 7th Floor
New York, New York 10004
(Address of principal executive offices, including zip code)
(212)461-2315
(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 Form8-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 Rule14a-12 under the Exchange Act (17 CFR240.14a-12) |
☐ | Pre-commencement communications pursuant to Rule14d-2(b) under the Exchange Act (17 CFR240.14d-2(b)) |
☐ | Pre-commencement communications pursuant to Rule13e-4(c) under the Exchange Act (17 CFR240.13e-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, $0.0001 par value | TYME | 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 1934 (§230.405 of this chapter) or Rule12b-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. ☐
Introductory Comment – Use of Terminology
Throughout this Current Report on Form8-K, the terms “the Company,” “we” and “our” refer to Tyme Technologies, Inc., a Delaware corporation, together with its subsidiaries (“Tyme”). Terms used, but not otherwise defined in the Items below, have the meanings assigned to them in the applicable agreement.
Item 8.01 Other Events.
On June 16, 2020, our Chief Executive Officer, Steve Hoffman, entered into an individual written trading plan (the “10b5-1 Plan”) in accordance with Rule10b5-1 under the Securities Exchange Act of 1934, as amended, and our insider trading policy.
Under the10b5-1 Plan, Mr. Hoffman will sell up to a maximum of 2 million shares in one or more transactions, at market prices, between July 2020 and June 2021, subject to weekly volume limitations. Sales of 500,000 of these shares will also be subject to certain minimum price thresholds specified in the10b5-1 Plan. The maximum number of shares that could be sold over the twelve month period represents approximately 7.5% of Mr. Hoffman’s current ownership and 1.6% of the total Tyme outstanding common stock.
The transactions executed in accordance with the10b5-1 Plan will be disclosed publicly through Form 144 and Form 4 filings with the Securities and Exchange Commission. Except as may be required by law, the Company does not undertake to report on specific Rule10b5-1 plans of the Company’s officers or directors, or to report modifications or terminations of those plans.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this Form8-K to be signed on its behalf by the undersigned hereunto duly authorized.
Tyme Technologies, Inc. | ||||||
Dated: June 16, 2020 | By: | /s/ Ben R. Taylor | ||||
Ben R. Taylor, President and Chief Financial Officer |