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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): April 19,
2018
INNOVUS PHARMACEUTICALS, INC.
(Exact
name of registrant as specified in its charter)
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Nevada
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000-52991
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90-0814124
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(State
or other jurisdiction of incorporation)
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(Commission
File
Number)
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(IRS
Employer Identification No.)
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8845
Rehco Road, San Diego, CA
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92121
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(Address
of Principal Executive Offices)
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(Zip
Code)
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Registrant’s
telephone number, including area code: (858) 964-5123
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:
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☐
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Written
communications pursuant to Rule 425 under the Securities Act (17
CFR 230.425)
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☐
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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☐
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act
(17
CFR
240.14d-2(b))
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☐
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange
Act
(17 CFR
240.13e-4(c))
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In this
report, “Innovus Pharmaceuticals,” “Innovus
Pharma,” “the Company”, “we,”
“us” and “our” refer to Innovus
Pharmaceuticals, Inc., and/or one or more of our wholly-owned
subsidiaries, unless the context otherwise provides. Innovus
Pharma® is a registered service mark of Innovus
Pharmaceuticals, Inc.
Item 5.02 – Departure of Directors or Principal
Officers; Election of Directors; Appointment of Principal
Officers
On
April 19, 2017, our Board of Directors approved the hiring and
appointment of Ryan Selhorn as our Vice President, Chief Financial
Officer as well as the Company’s principal financial and
accounting officer, effective as of April 27, 2017.
From
July 2013 to April 2018, he was the Chief Financial Officer and
Chief Accounting Officer of Signature Analytics, an outsourced
finance and accounting firm. From October 2003 to July 2013, he was
an Audit Senior Manager with Grant Thornton LLP, a financial
accounting firm. Mr. Selhorn has significant experience with
venture financings, public equity offerings, public debt offerings,
mergers and acquisitions, interaction with the SEC and PCAOB, and
implementation and monitoring compliance with the requirements of
the Sarbanes-Oxley Act. Additionally, Mr. Selhorn has
participated in several financial due diligence processes for
acquisitions and capital financings. Mr. Selhorn received his B.S.
in Accounting and Finance from Georgetown University, McDonough
School of Business, and he is a certified public accountant in
California.
The
Company and Mr. Selhorn entered into an employment agreement,
effective, April 27, 2018 (the “Employment Agreement”)
wherein Mr. Selhorn shall receive an annual base salary of $250,000
as well as an annual bonus based on personal performance and as
approved by the Board of Directors. The target bonus amount is 25%
of his annual base salary. Mr. Selhorn also shall receive
Restricted Stock Units (“RSUs”) covering 1,200,000
shares of the Company’s common stock; 400,000 of which will
vest after one year of employment. The remaining RSU’s will
vest in eight equal quarterly installments over two years of
continued service. The Employment Agreement is filed herewith as
Exhibit 10.1.
There
are no family relationships between Mr. Selhorn and any of the
directors and executive officers of the Company. There are no
transactions with the Company in which Mr. Selhorn has an interest
requiring disclosure under Item 404(a) of Regulation
S-K.
Item
9.01 –
Financial Statements and
Exhibits
(d) Exhibits
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Exhibit Number
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Description
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Employment
Agreement, dated April 27, 2018 by and between the Company and Ryan
Selhorn.
SIGNATURES
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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.
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| Date: April 23,
2018 |
INNOVUS
PHARMACEUTICALS, INC.
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By:
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/s/ RANDY BERHOLTZ
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Randy
Berholtz
Executive Vice President, Corporate Development and
General Counsel
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EXHIBIT
INDEX
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Exhibit
Number
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Description
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Employment
Agreement, dated April 27, 2018 by and between the Company and Ryan
Selhorn.