NASDAQ false 0000863894 0000863894 2024-08-01 2024-08-01

 

 

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): August 1, 2024

 

 

VERU INC.

(Exact name of registrant as specified in its charter)

 

 

 

Wisconsin   1-13602   39-1144397
(State or other jurisdiction
of incorporation)
  (Commission
File Number)
  (IRS Employer
Identification No.)

2916 North Miami Avenue, Suite 1000, Miami, Florida 33127

(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code: (305) 509-6897

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):

 

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, $0.01 par value per share   VERU   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 5.02.

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On August 1, 2024, the Company’s Board of Directors (the “Board”) approved an increase in the number of directors constituting the Board from six to seven directors and, following the recommendation of the Board’s Nominating and Corporate Governance Committee, appointed Loren Mark Katzovitz to fill the vacancy created thereby. Mr. Katzovitz has been appointed to the Board’s Audit Committee and Compensation Committee.

The Board has determined that Mr. Katzovitz is “independent” as defined under the listing standards of the NASDAQ Stock Market. There are no arrangements or understandings between Mr. Katzovitz and any other person pursuant to which he was appointed as a director. There is no family relationship between Mr. Katzovitz and any director or executive officer of the Company, and there are no transactions in which Mr. Katzovitz has an interest requiring disclosure under Item 404(a) of Regulation S-K of the Securities Act of 1933, as amended.

 

2


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.

 

Date: August 2, 2024   VERU INC.
    By:  

/s/ Michele Greco

      Michele Greco
     

Chief Financial Officer and

Chief Administrative Officer

 

3

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Document and Entity Information
Aug. 01, 2024
Cover [Abstract]  
Security Exchange Name NASDAQ
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Entity Central Index Key 0000863894
Document Type 8-K
Document Period End Date Aug. 01, 2024
Entity Registrant Name VERU INC.
Entity Incorporation State Country Code WI
Entity File Number 1-13602
Entity Tax Identification Number 39-1144397
Entity Address, Address Line One 2916 North Miami Avenue
Entity Address, Address Line Two Suite 1000
Entity Address, City or Town Miami
Entity Address, State or Province FL
Entity Address, Postal Zip Code 33127
City Area Code (305)
Local Phone Number 509-6897
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Pre Commencement Issuer Tender Offer false
Security 12b Title Common Stock, $0.01 par value per share
Trading Symbol VERU
Entity Emerging Growth Company false

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