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FPMI > SEC Filings for FPMI > Form 8-K on 15-Apr-2013All Recent SEC Filings

Show all filings for FLUOROPHARMA MEDICAL, INC. | Request a Trial to NEW EDGAR Online Pro



Entry into a Material Definitive Agreement, Change in Directors or Pri

Item 1.01 Entry into a Material Definitive Agreement

On April 9, 2013, the Board of Directors of FluoroPharma Medical, Inc., a Nevada Corporation (the "Company") approved entering into an amendment to the employment of its Chief Executive Officer, Johan M. (Thijs) Spoor, with Mr. Spoor, which was originally entered into on July 30, 2012.

The original employment agreement provided that, if the Company failed to complete a financing whereby the Company would receive net cash proceeds of at least $2,000,000 by May 31, 2013, the Company would have cause for termination of Mr. Spoor's employment pursuant to the employment agreement. Pursuant to the amendment entered into with Mr. Spoor, the Company has agreed to extend this deadline until May 31, 2014.

The above is a summary of the amendment and is qualified in its entirety by the provision of the amendment which is included as Exhibit 10.1 to this Form 8-K.

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

On April 9, 2013, Dr. Joseph A. Pierro was appointed to the Board of Directors of the Company.

Since July 2012 Dr. Pierro has been the Chief Medical Officer at Biomedical Systems, a provider of diagnostic services for clinical trials, where he is responsible for leadings its Scientific Affairs groups which provide medical and regulatory guidance with respect to clinical studies. From April of 2009 until May of 2012, Dr. Pierro served as Vice President, Head of Medical Science at Covidien, a healthcare products company, and from July of 2005 until April of 2009 Dr. Pierro served as the Vice President, Clinical Affairs at Covidien where Dr. Pierro was responsible for providing strategic medical direction and operation regulatory and clinical support for new product development. From April 2001 until July 2005, Dr. Pierro served in various medical and clinical roles at General Electric Health Care. Dr. Pierro earned his M.D. at the State University of New York at Buffalo School of Medicine and his undergraduate degree from Canisius College.

Dr. Pierro's medical background, as well as his clinical, regulatory and business experience led to the conclusion that Dr. Pierro should serve as a director of the Company, in light of the Company's business and structure.

Dr. Pierro has not been involved in any transaction with the Company that would require disclosure under Item 404(a) of Regulation S-K. In addition, Dr. Pierro has not been involved in any legal proceedings as described in Item 401(f) of Regulation S-K.

There is no arrangement or understanding between Dr. Pierro and any other persons pursuant to which Dr. Pierro was selected as a director. Also, there is no family relationship between Dr. Pierro and any directors or executive officers of the Company.

Item 8.01 Other Events.

On April 15, 2013, the Company announced that it has appointed Dr. Joseph A. Pierro to its Board of Directors. The press release is attached hereto as Exhibit 99.1.

Item 9.01 Financial Statements and Exhibits.

Exhibit Description

10.1 Amendment to Employment Agreement between FluoroPharma Medical, Inc. and John M. (Thijs) Spoor dated as of April 9, 2013

99.1 Press Release dated April 15, 2013

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