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OXBT > SEC Filings for OXBT > Form 8-K on 23-Dec-2013All Recent SEC Filings




Change in Directors or Principal Officers

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

On December 19, 2013, the Board of Directors (the "Board") of Oxygen Biotherapeutics, Inc. (the "Company") elected John Kelley, the Company's Chief Executive Officer, as a director with a term expiring at the Company's next annual meeting of stockholders. Mr. Kelley's election to the Board was pursuant to the terms of his Employment Agreement with the Company, dated November 13, 2013, and the terms of the Asset Purchase Agreement (the "Purchase Agreement"), dated October 21, 2013, by and among the Company, Life Newco, Inc., Phyxius Pharma, Inc. ("Phyxius") and the stockholders of Phyxius. Other than the foregoing, there are no arrangements or understandings between Mr. Kelley and any other person pursuant to which Mr. Kelley was appointed as a director.

Mr. Kelley was not, and is not expected to be, appointed to any committees of the Board.

Other than the transactions previously disclosed in the Company's Current Report on Form 8-K filed with the SEC on November 19, 2013, and which is incorporated herein by reference, Mr. Kelley is not, has not been, and is not currently proposed to be a participant in any related person transactions with the Company or any related person that would require disclosure under Item 404(a) of Regulation S-K.

Mr. Kelley is not a party to any material plan, contract or arrangement entered into or materially amended in connection with his election to the Board, and he will not receive any additional compensation for his service as a director of the Company.

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