0001815974 false 0001815974 2023-08-29 2023-08-29 0001815974 dei:FormerAddressMember 2023-08-29 2023-08-29 iso4217:USD xbrli:shares iso4217:USD xbrli:shares

 

 

 

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 29, 2023

 

ANEBULO PHARMACEUTICALS, INC

(Exact name of Registrant as Specified in Its Charter)

 

Delaware   001-40388   85-1170950

(State or Other Jurisdiction
of Incorporation)

  

(Commission
File Number)

  

(IRS Employer

Identification No.)

 

Anebulo Pharmaceuticals, Inc.
1017 Ranch Road 620 South, Suite 107
Lakeway, Texas

   78734
(Address of Principal Executive Offices)   (Zip Code)

 

Registrant’s Telephone Number, Including Area Code: (512) 598-0931

 

1415 Ranch Road 620 South, Suite 201

Lakeway, TX

(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, $.0.001 par value per share   ANEB   The Nasdaq Stock Market LLC

 

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 1.02 Termination of a Material Definitive Agreement.

 

On August 29, 2023, Potrero Hill Advisors, LLC (“Potrero”) provided written notice to terminate that certain Master Services Agreement, dated as of March 2, 2023, by and between Anebulo Pharmaceuticals, Inc., a Delaware corporation (the “Company”), and Potrero (the “Master Services Agreement”), effective as of September 28, 2023 (the “Termination Date”). Under the terms of the Master Services Agreement, Potrero provides the Company with certain strategic and financial advice and support services, including the services of Sandra A. Gardiner as the Company’s Acting Chief Financial Officer, in exchange for a consulting fee.

 

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

 

On August 29, 2023, in connection with the termination of the Master Services Agreement, Sandra A. Gardiner notified the Company of her resignation as the Company’s Acting Chief Financial Officer, including as the Company’s principal financial officer and principal accounting officer, effective as of the Termination Date. Ms. Gardiner has offered to provide transition support services to her successor following the Termination Date on a limited basis to the extent needed, subject to further discussion.

 

Forward-Looking Statements

 

This report contains “forward-looking statements” within the meaning of Section 27A of the Securities Act, Section 21E of the Exchange Act, and the Private Securities Litigation Reform Act, and are subject to the “safe harbor” created by those sections. Forward-looking statements consist of statements that are predictive in nature, depend upon or refer to future events. These statements relate to Ms. Gardiner potentially providing transition support services to her successor. Forward-looking statements involve known and unknown risks, uncertainties, and other factors that may cause the Company’s actual results and performance to be materially different from any future results or performance expressed or implied by these forward-looking statements. These factors include, but are not limited to, the risk that Ms. Gardiner ultimately may not provide transition support services to her successor following the Termination Date and the risk that the Company may be unable to identify a successor prior to the Termination Date, either of which could negatively impact the Company’s financing and/or accounting function as a result of loss of institutional knowledge or lack of effective management and oversight. These and other risks are described in Item 1A. “Risk Factors” in the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2023, and in its other filings with the SEC. Any forward-looking statements that are made in this report speak only as of the date of this report and are based on management’s assumptions and estimates as of such date. Except as required by law, the Company assumes no obligation to update the forward-looking statements whether as a result of new information, future events or otherwise, after the date of this report.

 

 

 

 

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.

 

  ANEBULO PHARMACEUTICALS, INC.
                              
Date: September 5, 2023 By: /s/ Simon Allen
    Simon Allen
    Chief Executive Officer

 

 

 

v3.23.2
Cover
Aug. 29, 2023
Entity Addresses [Line Items]  
Document Type 8-K
Amendment Flag false
Document Period End Date Aug. 29, 2023
Entity File Number 001-40388
Entity Registrant Name ANEBULO PHARMACEUTICALS, INC
Entity Central Index Key 0001815974
Entity Tax Identification Number 85-1170950
Entity Incorporation, State or Country Code DE
Entity Address, Address Line One Anebulo Pharmaceuticals, Inc.
Entity Address, Address Line Two 1017 Ranch Road 620 South
Entity Address, Address Line Three Suite 107
Entity Address, City or Town Lakeway
Entity Address, State or Province TX
Entity Address, Postal Zip Code 78734
City Area Code (512)
Local Phone Number 598-0931
Written Communications false
Soliciting Material false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Title of 12(b) Security Common Stock, $.0.001 par value per share
Trading Symbol ANEB
Security Exchange Name NASDAQ
Entity Emerging Growth Company true
Elected Not To Use the Extended Transition Period false
Former Address [Member]  
Entity Addresses [Line Items]  
Entity Address, Address Line One 1415 Ranch Road 620 South
Entity Address, Address Line Two Suite 201
Entity Address, City or Town Lakeway
Entity Address, State or Province TX
Anebulo Pharmaceuticals (NASDAQ:ANEB)
Historical Stock Chart
Von Nov 2024 bis Dez 2024 Click Here for more Anebulo Pharmaceuticals Charts.
Anebulo Pharmaceuticals (NASDAQ:ANEB)
Historical Stock Chart
Von Dez 2023 bis Dez 2024 Click Here for more Anebulo Pharmaceuticals Charts.