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) January 5,
2011
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ONCOVISTA INNOVATIVE THERAPIES,
INC.
(Exact
name of registrant as specified in its chapter)
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Nevada
(State
or other jurisdiction
of
incorporation
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000-28347
(Commission
File
Number)
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33-0881303
(IRS
Employer
Identification
No.)
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14785 Omicron Drive, Suite 104
San Antonio, Texas
(Address
of principal executive offices)
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78245
(Zip
Code)
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(210) 677-6000
Registrant's
telephone number, including area code
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N/A
(Former
name or former address, if changed since last
report)
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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:
o Written communications
pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material
pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
o Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
o Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
Section
5 – Corporate Governance and Management
Item
5.02 – Departure of Directors or Principal Officers; Election of Directors;
Appointment of Principal Officers
Resignation
of Director
On
December 27, 2010, Jim Wemett resigned from the Board of Directors of OncoVista
Innovative Therapies, Inc. (the “Company”), effective December 27,
2010. There were no disagreements between Mr. Wemett and the
Company.
On
January 3, 2011, the Company appointed Michael F. Moloney as Chief Operating
Officer effective immediately.
Mr. Michael F. Moloney, Age
52, Chief Operating Officer
Mr.
Moloney has served
as our Director of Program Management since January 2008. From
January 2007 through December 2007, Mr. Moloney was an independent consultant to
the biopharmaceutical industry. From November 2001 January 2007
through December 2006, Mr. Moloney served as Vice President, Information Systems
and Technologies and as a member of the Executive Management team for BioNumerik
Pharmaceuticals, Inc. From June 2000 through November 2001, Mr.
Moloney served as Director of Systems and Operations Technologies for BioNumerik
Pharmaceuticals, Inc. From 1992 through June 2000, Mr. Moloney served as Director of Information Systems for the Cancer
and Leukemia Group B (CALGB), a National Cancer Institute funded multi-center
cooperative group engaged in cancer research. While at the CALGB,
Mr. Moloney served as a member of the CALGB
Statistical Center management team and the CALGB Operations
Committee. Mr. Moloney held appointments
on numerous CALGB scientific committees and served as Vice Chairman for the
National Cancer Institute’s Intergroup Specimen Banking
Committee. Prior to joining the CALGB, Mr. Moloney held various technical positions at Clinical Research
International, Family Health International and the North Carolina Hospital
Association. Mr. Moloney received a B.S.
in information systems from Alderson Broaddus College and an MBA from The
University of Texas at San Antonio.
Family
Relationships
There are
no family relationships between any of the Company’s directors or officers and
Mr. Moloney.
Related
Party Transactions
There are
no related party transactions reportable under Item 5.02 of Form 8-K and Item
404(a) of Regulation S-K.
Employment
Agreement
On
January 3, 2011, and effective the same date, the Company entered into an
Employment Agreement with Mr. Moloney to act as the Company’s Chief Operating
Officer (the “Agreement”).
The
Agreement is for a term of two years, commencing January 3, 2011 and expiring
January 2, 2013, with automatic one-year extensions unless either the Company or
Mr. Moloney provides written notice of their intention not to renew the
Agreement at least six months prior to the expiration of the then-current
term. The Agreement provides that, in addition to receiving four
weeks paid vacation each calendar year as well as other customary benefits and
provisions, Mr. Moloney shall receive (i) an annual base salary of $180,000, and
(ii) the Company’s agreement to issue an option to purchase 450,000 shares of
the Company’s common stock pursuant to a Stock Option Plan to be adopted by the
Company in the future (the “Options”). The Options will vest monthly,
on a pro rata basis, over a vesting period of two years and will have an
exercise price equal to the closing price of the Company’s common stock on the
date of the Option grant.
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the Company has duly
caused this report to be signed on its behalf by the undersigned thereunto duly
authorized.
Dated:
January 4, 2011
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ONCOVISTA
INNOVATIVE THERAPIES, INC.,
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a
Nevada corporation
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/s/ Alexander L. Weis,
Ph.D.
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By: Alexander
L. Weis, Ph.D.
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Its: Chief
Executive
Officer
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