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CURRENT REPORT
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Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On March 12, 2024, the Board of Directors (“the Board”) of Checkpoint Therapeutics, Inc. (the “Company”) appointed Dr. Amit Sharma to the Board. Dr. Sharma will serve as a director until his term expires at the 2024 annual meeting of stockholders, at which time he will stand for election by the Company’s stockholders. The appointment of Dr. Amit Sharma to the Company’s Board of Directors cures the Company’s previously announced deficiency with Nasdaq Listing Rule 5605(b)(1) as the majority of the members of the Company’s Board of Directors are now independent within the meaning of Listing Rule 5605(a)(2).
Dr. Sharma has (i) no arrangements or understandings with any other person pursuant to which he was appointed to as a director, and (ii) no family relationship with any director or executive officer of the Company or any person nominated or chosen by the Company to become a director or executive officer.
Dr. Sharma has had (i) no direct or indirect material interest in any transaction or series of similar transactions contemplated by Item 404(a) of Regulation S-K, and (ii) as of the date of this Current Report on Form 8-K, Dr. Sharma holds no direct or indirect beneficial ownership in the Company’s stock or rights to acquire the Company’s stock.
The Company announced Dr. Sharma’s appointment via press release on March 18, 2024. A copy of the press release is being filed as Exhibit 99.1 and incorporated by reference herein.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
| Exhibit No. | Description | |
| 99.1 | Press Release of Checkpoint Therapeutics, Inc., dated March 18, 2024 | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
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.
| CHECKPOINT THERAPEUTICS, INC. | |||
| Date: March 18, 2024 | By: | /s/ James F. Oliviero | |
| Name: | James F. Oliviero | ||
| Title: | President and Chief Executive Officer | ||