8-K

Ocean Biomedical, Inc. (OCEA)

8-K 2024-10-29 For: 2024-10-23
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Added on April 06, 2026

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): October 23, 2024

OCEAN

BIOMEDICAL, INC.

(Exact name of registrant as specified in its charter)

Delaware 001-40793 87-1309280
(State<br> or other jurisdiction<br><br> <br>of<br> incorporation) (Commission<br><br> <br>File<br> Number) (IRS<br> Employer<br><br> <br>Identification<br> No.)

55Claverick St., Room 325

Providence,RI 02903

(Address of principal executive offices)

(Zip Code)

Registrant’s telephone number, including area code: (401) 444-7375

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<br> communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting<br> material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement<br> communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement<br> 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:

Common Stock, $0.0001 par value OCEA The Nasdaq Stock Market LLC
Warrants, each warrant exercisable for one share of common stock at an exercise price of $11.50 OCEAW The Nasdaq Stock Market LLC
(Title<br> of Each Class) (Trading<br> Symbol) (Name<br> of Each Exchange on Which Registered)

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (CFR §230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (CFR §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. ☐


Item5.02 Appointment of an Officer.

On October 23, 2024, Elizabeth Ng notified the Company’s Board of Directors that she would be taking a sabbatical for personal reasons. Director, M. Michelle Berrey was appointed to act as Interim Chief Executive Officer, effective immediately. There have been no compensation arrangements made, and when determined by the Company’s Compensation Committee, such arrangements shall be disclosed pursuant to a Current Report on Form 8-K.


Item9.01 Financial Statements and Exhibits.

(d) Exhibits

Exhibit Description
104 Cover<br> Page Interactive Data File (embedded within the Inline XBRL document).

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 hereunto duly authorized.

Date: October 29, 2024

OCEAN BIOMEDICAL, INC.
By: /s/ Jolie Kahn
Jolie<br> Kahn
Chief<br> Financial Officer