RESPIRERX PHARMACEUTICALS INC. (OTCMKTS:RSPI) Files An 8-K Other Events

RESPIRERX PHARMACEUTICALS INC. (OTCMKTS:RSPI) Files An 8-K Other Events
Item 8.01 Other Events

Hiring of David Dickason as Senior Vice President of Pre-Clinical Product Development

On September 25, 2020, RespireRx Pharmaceuticals Inc. (“the Company”) announced that it had entered into a consulting contract (the “Contract”) with David Dickason (“Mr. Dickason”), as of September 15, 2020, to serve as the Company’s Senior Vice President of Pre-Clinical Product Development (“SVP”).

The press release announcing the hiring of Mr. Dickason is attached as Exhibit 99.1 to this Current Report on Form 8-K.

Determination by Board to Effect Corporate Action

On September 14, 2020, the Board of Directors of the Company approved and recommended to the Company’s common stockholders that the common stockholders approve an amendment to the Company’s Second Restated Certificate of Incorporation, as amended, to increase the number of authorized shares of common stock, par value $0.001 per share (“Common Stock”) from 1,000,000,000 (1 billion) to 3,000,000,000 (3 billion). The increase in authorized shares of Common Stock would ensure compliance with Common Stock reserve requirements of certain outstanding convertible notes, warrants, and of the Certificate of Designation for Series H, 2% Voting, Non-Participating, Convertible Preferred Stock (the “CoD”), and provide for an adequate number of shares of Common Stock with respect to anticipated securities offerings to raise equity capital.

The Company is also considering undertaking a one-for-ten (1:10) reverse split of the Company’s Common Stock. Such action would require approval by the Board of Directors of the Company and the Company’s common stockholders.

In addition, on September 14, 2020, the Board of Directors of the Company approved and recommended to the holders of the Company’s Series H, 2% Voting, Non-Participating, Convertible Preferred Stock, par value $0.001 per share, and with a stated value of $1,000.00 per share (“Series H Preferred Stock”) that the Series H Preferred Stock stockholders approve an amendment to the CoD to increase the number of authorized shares of Series H Preferred Stock from 1,200 (one thousand two-hundred) to 3,000 (three-thousand) shares of Series H Preferred Stock. This increase would allow for additional issuances of Series H Preferred Stock.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits.

99.1** Press Release dated September 25, 2020.

**Furnished herewith


RespireRx Pharmaceuticals Inc. Exhibit
EX-99.1 2 ex99-1.htm   Exhibit 99.1     RespireRx Pharmaceuticals Inc. Announces Appointment of David Dickason as Senior Vice President Pre-Clinical Product Development   Glen Rock,…
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About RESPIRERX PHARMACEUTICALS INC. (OTCMKTS:RSPI)

RespireRx Pharmaceuticals Inc., formerly Cortex Pharmaceuticals, Inc., is engaged in the discovery, development and commercialization of pharmaceuticals for the treatment of neurological and psychiatric disorders. The Company is focused on the clinical development in the areas of respiratory disorders, including respiratory depression and sleep apnea. It is engaged in research and clinical development of a class of compounds referred to as ampakines, which act to enhance the actions of the excitatory neurotransmitter glutamate at a-amino-3-hydroxy-5-methyl-4-isoxazolepropionic acid (AMPA) glutamate receptors. Its ampakines, including CX717, CX1739 and CX1942, were efficacious in treating drug induced respiratory depression caused by opioids or certain anesthetics without offsetting the analgesic effects of the opioids or the anesthetic effects of the anesthetics. Its dronabinol is indicated for the treatment of sleep-related breathing disorders, including sleep apnea.

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