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): December 12, 2017

ContraFect Corporation

(Exact name of registrant as specified in its charter)

28 Wells Avenue, 3rd Floor, Yonkers, New York 10701

(Address of principal executive offices) (Zip Code)

(914) 207-2300

Registrant’s telephone number, including area code

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:

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  ☒

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.

Lisa R. Ricciardi, the current Chief Operating Officer (“COO”) of the Company, was brought in as a possible successor to the current Chief Executive Officer (“CEO”), Steven C. Gilman. Since Dr. Gilman indicated that he would continue to serve as CEO, the Company’s board of directors (“Board”) decided that the Company did not need a COO position at this time and that it would be eliminated by December 31, 2017. As such, Ms. Ricciardi was notified on December 12, 2017 that she would no longer serve as COO. She is expected to serve as an advisor to the Company, and to continue to serve as a member of the Board.

Forward-Looking Statements

This Current Report contains “forward-looking statements” within the meaning of the U.S. federal securities laws. Forward-looking statements can be identified by words such as “projects,” “may,” “will,” “could,” “would,” “should,” “believes,” “expects,” “anticipates,” “estimates,” “intends,” “plans,” “potential,” “possible,” “promise” or similar references to future periods. Examples of forward-looking statements in this Current Report include, without limitation, statements regarding Steven Gilman’s continued service as CEO and Lisa Ricciardi’s future service as an advisor and director of the Company. Forward-looking statements are statements that are not historical facts, nor assurances of future performance. Instead, they are based on the Company’s current beliefs, expectations and assumptions regarding the future of its business, future plans, strategies, projections, anticipated events and trends, and other future conditions. Because forward-looking statements relate to the future, they are subject to inherent risks, uncertainties and changes in circumstances that are difficult to predict and many of which are beyond the Company’s control. Actual results may differ from those set forth in the forward-looking statements. Important factors that could cause actual results to differ include, among others, that Dr. Gilman may not continue to serve as CEO, that Ms. Ricciardi may not serve as an advisor to the Company or may not continue to serve as a member of the board of directors, and those detailed under the caption “Risk Factors” in the Company’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2017 and its other filings with the Securities and Exchange Commission. Any forward-looking statement made by the Company in this Current Report is based only on information currently available and speaks only as of the date on which it is made. Except as required by applicable law, the Company expressly disclaims any obligations to publicly update any forward-looking statements, whether written or oral, that may be made from time to time, whether as a result of new information, future developments or otherwise.

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.