Attached files
| file | filename |
|---|---|
| EX-99.1 - PRESS RELEASE DATED OCTOBER 19, 2017 - Qrons Inc. | ex991.htm |
| EX-10.5 - OPTION AGREEMENT BETWEEN TRUSTEES OF DARTMOUTH COLLEGE AND THE COMPANY - Qrons Inc. | ex105.htm |
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): October 17, 2017
QRONS INC.
(Exact name of registrant as specified in its charter)
Wyoming
(State or other jurisdiction of incorporation)
| 000-55800 | 81-3623646 |
|
(Commission File Number)
|
(IRS Employer Identification No.)
|
777 Brickell Avenue, Suite 500, Miami, Florida 33131
(Address of principal executive offices) (Zip Code)
(786)-620-2140
(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 filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
|_| 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))
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company [X]
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. [ ]
1
Section 1-Registrant's Business and Operations
Item 1.01 Entry into a Material Definitive Agreement
On October 17, 2017, Qrons Inc. (the "Company") entered into an option agreement (the "Option Agreement") with the Trustees of Dartmouth College ("Dartmouth"), which provides for, among other things, the grant to the Company of a one-year exclusive option to negotiate a worldwide, royalty bearing, exclusive license with Dartmouth for 3D printable materials in the field of human and animal health. During the option period, the Company agreed to use all commercially reasonable resources to evaluate the intellectual property and provide quarterly milestone reports and a commercialization plan upon exercise of the option. Pursuant to the Option Agreement, the Company agreed to finance the prosecution of patents by Dartmouth to protect its intellectual property. The Option Agreement also provides for the payment by the Company of an option fee and, certain license fees and royalty payments based upon the Company's product sales, as part of a final negotiated license agreement.
The foregoing description of the Option Agreement is qualified in its entirety by reference to the full text of the Option Agreement, a copy of which is attached hereto as Exhibit 10.5 and is incorporated herein in its entirety by reference.
Section 8 – Other Events
Item 8.01 Other Events
On October 20, 2017, Qrons Inc. issued a press release announcing the signing of an option agreement with Dartmouth.
Section 9 – Financial Statements and Exhibits
Item 9.01. Financial Statements and Exhibits
(d) Exhibits.
Exhibit No. Description
10.5 Option Agreement between Trustees of Dartmouth College and the Company*
99.1 Press Release, dated October 20, 2017
* Portions of Exhibit 10.5 have been omitted pursuant to a request for confidential treatment.
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.
| QRONS INC. | |||
|
Date: October 20, 2017
|
By:
|
/s/Jonah Meer | |
| Jonah Meer | |||
| Chief Executive Officer | |||
2