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): November 30, 2016

SYNTHETIC BIOLOGICS, INC.

(Exact name of registrant as specified in its charter)

9605 Medical Center Drive, Suite 270

Rockville, MD 20850

(Address of principal executive offices and zip code)

Registrant’s telephone number, including area code: (734) 332-7800

N/A

(Former name or former address, if changed since last report)

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:

Synthetic Biologics, Inc. (the “Company”) entered into an amendment, dated as of December 1, 2016 (the “Amendment”), to its Employment Agreement with Steven A. Shallcross, the Company’s Chief Financial Officer, to increase Mr. Shallcross’ annual base salary to $346,500.

The foregoing summary description of the Amendment does not purport to be complete and is subject to, and qualified in its entirety by reference to, the full text of such document that is filed as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated herein by reference.

On November 30, 2016, the Board of Directors of the Company awarded the following 2016 year-end bonus compensation to its named executive officers: (1) Jeffrey Riley, the Company’s President and Chief Executive Officer, was granted options to purchase 1,129,000 shares of the Company’s common stock (the “Common Stock”) and was awarded a cash bonus in the amount equal to his target bonus amount as per his employment agreement, and (2) Mr. Shallcross, the Company’s Chief Financial Officer, was granted options to purchase 500,000 shares of Common Stock, was awarded a cash bonus equal to his target bonus amount as per his employment agreement, and an increase in his annual salary of 10%. The stock options granted to Messrs. Riley and Shallcross have an exercise price of $0.80 per share, which is the closing price of the Common Stock on the date of the grant (November 30, 2016), vest pro rata, on a monthly basis, over 36 consecutive months and expire in seven (7) years from the date of the grant, unless terminated earlier. The stock options were granted pursuant to the Company’s 2010 Stock Incentive Plan and the Company’s existing registration statement on Form S-8 for the 2010 Stock Incentive Plan.

(d) Exhibits

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.