UNITED
STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
_________________
FORM 8-K
_________________
CURRENT REPORT
Pursuant
to Section 13 or 15(d) of the
Securities Exchange Act of 1934
June 30, 2019
Date of Report (date of earliest event reported)
_________________
OpGen, Inc.
(Exact name of Registrant as specified in its charter)
_________________
Delaware (State or other jurisdiction of incorporation or organization) |
001-37367 (Commission File Number) |
06-1614015 (I.R.S.
Employer |
708
Quince Orchard Road, Suite 205
Gaithersburg, MD 20878
(Address of principal executive offices, including zip code)
(240)
813-1260
(Registrant’s telephone number, including area code)
Not
Applicable
(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 (see General Instruction A.2. below):
[_] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[_] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[_] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[_] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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 [X]
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. [_]
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
| Common Stock | OPGN | The Nasdaq Capital Market |
| Common Stock Warrants (IPO) | OPGNW | The Nasdaq Capital Market |
| |
| Item 5.02 | Departure of Directors of Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
On June 28, 2019, David M. Rubin, Ph.D., a director of OpGen, Inc. (the Company”) since 2015 submitted his resignation as a director effective June 30, 2019. In addition, Timothy J.R. Harris, Ph.D., D.Sc., a director of the Company since 2015, who had previously notified the Chairman of the Board of Directors of the Company that, for personal reasons, he would not seek to be re-nominated for election at the next annual meeting of the Company, notified the Company that his service would end on June 30, 2019. There was no disagreement between either of Dr. Rubin or Dr. Harris and the Company leading to the decisions to resign.
Dr. Rubin had served on the Audit Committee of the Board. The Board re-appointed Tina S. Nova, Ph.D. to the Audit Committee effective July 1, 2019. The Board determined that Dr. Nova is independent and has the necessary skills and qualifications to serve on the Audit Committee.
| |
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, thereunto duly authorized.
| OpGen, Inc. | ||||
| By: | /s/ Timothy C. Dec | |||
| Name: | Timothy C. Dec | |||
| Title: | Chief Financial Officer | |||
Date: July 1, 2019