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): December 17, 2009

NEUROBIOLOGICAL TECHNOLOGIES, INC.
(Exact name of registrant as specified in its charter)

         
Delaware   000-23280   94-3049219
(State or other Jurisdiction of Incorporation)   (Commission File Number)   (IRS Employer Identification No.)
     
2000 Powell Street, Suite 800, Emeryville,
California
  94608
(Address of Principal Executive Offices)   (Zip Code)

Registrant’s telephone number, including area code: (510) 595-6000

 
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:

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 
 

 

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Item 8.01. Other Events.

On December 17, 2009, Neurobiological Technologies, Inc. (the “ Company ”) filed a Certificate of Dissolution with the Secretary of State of the State of Delaware. The Company also closed its stock transfer books, effective immediately prior to the opening of business on December 17, 2009. Both the filing of the Certificate of Dissolution and closing of its stock transfer books were completed in accordance with the previously announced plan of complete liquidation and dissolution of the Company that was approved at a special meeting of the Company’s stockholders on October 27, 2009.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

     
Exhibit No.
  Description
 
   
99.1
  Press Release of Neurobiological Technologies, Inc., dated December 17, 2009

 

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SIGNATURE

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 thereunto duly authorized.

Dated: December 17, 2009

     
  NEUROBIOLOGICAL TECHNOLOGIES, INC.
 
  By: /s/ Matthew M. Loar
    Matthew M. Loar
Vice President and Chief Financial Officer

 

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EXHIBIT INDEX

     
Exhibit No.
  Description
 
   
99.1
  Press Release of Neurobiological Technologies, Inc., dated December 17, 2009.

 

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