IDT CORPORATION (NYSE:IDT) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

(e)On September 12, 2017, the Compensation Committee, Corporate Governance Committee and Board of Directors of IDT Corporation (the “Registrant”) approved a compensatory arrangement with Howard S. Jonas, the Chairman of the Board of the Registrant. The Registrant holds the right to receive nine percent of the equity interests in Rafael Pharmaceutical, Inc. (f/k/a Cornerstone Pharmaceuticals, Inc.) (“Rafael”) upon the happening of any of the following: (i) Food and Drug Administration approval of a Rafael drug application, (ii) an initial public offering of Rafael at a valuation of over $500 million or (iii) a sale of Rafael above certain valuations (the “Right”). None of the conditions have been satisfied and the Right remains contingent. The Right is expressly transferable to designees of the Registrant that assist Rafael. Rafael is a clinical stage, oncology-focused pharmaceutical company committed to the development and commercialization of therapies targeting cancer metabolism that exploit the metabolic differences between normal cells and cancer cells. Mr. Jonas has assumed the role as Chairman of Rafael and is active in overseeing the Registrant’s interest and is providing instrumental support to Rafael’s development. In compensation for assuming that role and to create additional incentive to contribute to the success of Rafael, the Registrant will, later this fiscal quarter, transfer the Right to Mr. Jonas, and the Right will be further transferable by Mr. Jonas, in his discretion, to others, including those who are instrumental to the future success of Rafael.

About IDT CORPORATION (NYSE:IDT)

IDT Corporation is a holding company with operations primarily in the telecommunications and payment industries. The Company’s segments include Telecom Platform Services, Consumer Phone Services and All Other. The Company’s Telecom Platform Services segment provides retail telecommunications and payment offerings, as well as wholesale international long distance traffic termination. The Telecom Platform Services segment markets and distributes multiple communications and payment services across four businesses: Retail Communications, Wholesale Carrier Services, Payment Services and Hosted Platform Solutions. The Company’s Consumer Phone Services segment provides consumer local and long distance services in certain states of the United States. The Telecom Platform Services and Consumer Phone Services segments comprise the Company’s IDT Telecom division. The All Other segment includes its real estate holdings and other smaller businesses.