SANUWAVE Health, Inc 8-K, filed Feb 12, 2020
SANUWAVE Health, Inc. (SNWV)
8-K
2020-02-12
For: 2020-02-06
View Original
Added on
April 10, 2026
About this 8-K
SANUWAVE Health, Inc filed this 8-K on February 12, 2020, reporting on events of February 6, 2020.
Items reported
- Item 5.02: Director or officer change, or executive pay
- Item 9.01: Financial statements and exhibits
UNITED
STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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): February 6,
2020
SANUWAVE Health, Inc.
(Exact Name of Registrant as Specified in Charter)
|
Nevada
|
|
000-52985
|
|
20-1176000
|
|
(State or Other Jurisdiction
of Incorporation)
|
|
(Commission
File Number)
|
|
(I.R.S. Employer
Identification No.)
|
3360 Martin Farm Road, Suite 100
Suwanee, Georgia 30024
(Address of Principal Executive Offices, and Zip Code)
(770) 419-7525
Registrant’s Telephone Number, Including Area
Code
(Former Name or Former Address, if Changed Since Last
Report)
Check
the appropriate box below if the Form 8-K 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, par value $0.001
|
SNWV
|
OTCQB
|
Indicate by check mark whether the registrant is an emerging growth
company as defined in Rule 405 of the Securities Act of 1933 (17
CFR §230.405 of this chapter) or Rule 12b-2 of the Securities
Exchange Act of 1934 (17 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. ☐
Item
5.02
Departure
of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of
Certain Officers.
(d) On February 6, 2020, Dr. Tom Price
was appointed to the board of directors of SANUWAVE Health, Inc., a
Nevada corporation (the “Company”), effective
immediately. Dr. Price will serve as a director with a term
expiring at the 2020 annual meeting of stockholders and until his
successor has been duly elected and qualified. The Board has not
yet determined Dr. Price’s committee
assignments.
In connection
with his service as a director, Dr. Price will receive the
Company’s standard non-employee director cash and equity
compensation. Dr. Price will receive an annual cash retainer of
$40,000 paid in quarterly installments, with the annual retainer
payable for fiscal 2020 to be paid on a pro rata basis for the
period of Dr. Price’s service on the Board of Directors
during 2020. He will also receive an initial grant of 200,000 stock
options, exercisable immediately and expiring February 6, 2030,
with an exercise price of $0.19.
There are no
arrangements or understandings between Dr. Price and any other
person pursuant to which Dr. Price was selected as a director. Dr.
Price has no direct or indirect material interest in any
transaction or proposed transaction required to be reported under
Item 404(a) of Regulation S-K or Item 5.02(d) of Form
8-K.
Item
7.01
Regulation
FD Disclosure.
On February 7,
2020, the Company issued a press release announcing the appointment
of Dr. Price to the Board of Directors as set forth in Item 5.02 of
this Current Report on Form 8-K.
A copy of the press release
is furnished as Exhibit 99.1 hereto. This information shall not be
deemed “filed” for purposes of Section 18 of the
Securities Exchange Act of 1934, as amended, and is not
incorporated by reference into any filing of the Company whether
made before or after the date hereof, regardless of any general
incorporation language in such filing.
Item
9.01
Financial Statements and Exhibits.
(d)
Exhibits.
Exhibit
No.
Description
Press Release dated
February 7, 2020.
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.
|
|
SANUWAVE
HEALTH, INC.
|
|
|
|
|
|
|
|
|
Dated: February 12,
2020
|
By:
|
/s/
Lisa E. Sundstrom
|
|
|
|
Name:
|
Lisa E.
Sundstrom
|
|
|
|
Title:
|
Chief Financial
Officer
|
|
Exhibit 99.1
SANUWAVE HEALTH APPOINTS DR. TOM PRICE TO ITS BOARD OF
DIRECTORS
SUWANEE, GA, February 7, 2020 - SANUWAVE Health,
Inc. (OTCQB: SNWV) today announced the appointment of
Dr. Tom Price to its Board of Directors. Dr. Price brings over 30
years of medical practice and knowledge to SANUWAVE. Dr.
Price’s extensive experience in public service, serving the
state of Georgia in the statehouse followed by 12 years in the
House of Representatives, brings a board perspective that shall
greatly enhance the profile and value of SANUWAVE’s Board of
Directors.
“We
are delighted to welcome Dr. Price to our Board of
Directors,” said Kevin A. Richardson II, CEO and Chairman of
the Board of Directors of SANUWAVE Health, Inc. “Tom’s
experience and background will prove invaluable as a board member
as we continue to grow and expand as a company. We look forward to
his strategic insights and guidance as we navigate this rapid
growth and the challenges that come with it in the coming
years,” concluded Mr. Richardson.
Dr.
Price holds a BA and MD from the University of Michigan and
completed his residency in orthopedic surgery at Emory University
in Atlanta. He entered private practice in 1984 and returned to
Emory as an assistant professor in of orthopedic surgery in 2002.
He was director of the orthopedic clinic at Atlanta’s Grady
Memorial Hospital. Dr. Price’s political career began as a
Member of the Georgia Senate from the 56th district from 1996
to 2005, he was the minority Whip from 1998 to 2002, and the
Majority leader of the Georgia Senate from 2002 to 2003. He served
in the US House of Representatives from Georgia’s
6th
district from 2005 to 2017. During which time he served as Chair of
the House Budget Committee from 2015 to 2017. In February 2017 he
was confirmed by the Senate as the United States Secretary of
Health and Human Services (HHS) and remained in that position until
September 2017. Currently Tom serves on the boards of several
privately held health care companies and non-profits as well as,
consulting and advising companies.
Commenting
on his appointment, Dr. Price stated, “I am very excited to
join SANUWAVE’s Board of Directors at this point in time when
they are entering the commercialization phase with such rapid
growth. I am impressed with SANUWAVE’s commitment in research
and development and clinical trials to treating cumbersome medical
conditions. Diabetes afflicts millions of Americans and even more
globally. The dermaPACE System for treating Diabetic Foot Ulcers
(DFUs) is a novel and effective treatment to help improve the
quality of life for diabetic patients. I am especially impressed
and ready to assist the team achieve their goal of having a device
placed anywhere and everywhere a DFU is
treated.”
About SANUWAVE Health, Inc.
SANUWAVE Health, Inc. (OTCQB:SNWV) (www.SANUWAVE.com)
is a shockwave technology company initially focused on the
development and commercialization of patented noninvasive,
biological response activating devices for the repair and
regeneration of skin, musculoskeletal tissue and vascular
structures. SANUWAVE’s portfolio of regenerative medicine
products and product candidates activate biologic signaling and
angiogenic responses, producing new vascularization and
microcirculatory improvement, which helps restore the body’s
normal healing processes and regeneration. SANUWAVE applies its
patented PACE®
technology in wound healing,
orthopedic/spine, plastic/cosmetic and cardiac conditions. Its lead
product candidate for the global wound care market,
dermaPACE®,
is US FDA cleared for the treatment of Diabetic Foot Ulcers.
The device is also CE Marked throughout Europe and has device
license approval for the treatment of the skin and subcutaneous
soft tissue in Canada, South Korea, Australia and New Zealand.
SANUWAVE researches, designs, manufactures, markets and services
its products worldwide, and believes it has demonstrated that its
technology is safe and effective in stimulating healing in chronic
conditions of the foot (plantar fasciitis) and the elbow (lateral
epicondylitis) through its U.S. Class III PMA approved
OssaTron® device,
as well as stimulating bone and chronic tendonitis regeneration in
the musculoskeletal environment through the utilization of its
OssaTron, Evotron® and
orthoPACE® devices
in Europe, Asia and Asia/Pacific. In addition, there are
license/partnership opportunities for SANUWAVE’s shockwave
technology for non-medical uses, including energy, water, food and
industrial markets.
Forward-Looking Statements
This press release may contain “forward-looking
statements” within the meaning of the Private Securities
Litigation Reform Act of 1995, such as statements relating to
financial results and plans for future business development
activities, and are thus prospective. Forward-looking statements
include all statements that are not statements of historical fact
regarding intent, belief or current expectations of the Company,
its directors or its officers. Investors are cautioned that any
such forward-looking statements are not guarantees of future
performance and involve risks and uncertainties, many of which are
beyond the Company’s ability to control. Actual results may
differ materially from those projected in the forward-looking
statements. Among the key risks, assumptions and factors that may
affect operating results, performance and financial condition are
risks associated with the regulatory approval and marketing of the
Company’s product candidates and products, unproven
pre-clinical and clinical development activities, regulatory
oversight, the Company’s ability to manage its capital
resource issues, competition, and the other factors discussed in
detail in the Company’s periodic filings with the Securities
and Exchange Commission. The Company undertakes no obligation to
update any forward-looking statement.
For additional information about the Company, visit
www.sanuwave.com.
Contact:
Millennium
Park Capital LLC
Christopher
Wynne
312-724-7845
cwynne@mparkcm.com
SANUWAVE
Health, Inc.
Kevin
Richardson II
CEO and
Chairman of the Board
978-922-2447
investorrelations@sanuwave.com