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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section
13 or 15(d) of the
Securities Exchange Act of 1934
Date of
report (Date of earliest event reported): August 3, 2017
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CORMEDIX
INC.
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(Exact
Name of Registrant as Specified in Charter)
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Delaware
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001-34673
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20-5894890
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(State
or Other Jurisdictionof Incorporation)
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(CommissionFile
Number)
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(IRS
EmployerIdentification No.)
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1430 U.S. Highway
206, Suite 200, Bedminster, NJ
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07921
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(Address of
Principal Executive Offices)
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(Zip
Code)
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Registrant’s
Telephone Number, Including Area Code: (908) 517-9500
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(Former
Name or Former Address, If Changed Since Last Report)
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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 ☐
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. ☐
Item 5.02. Departure of Directors or Certain Officers; Appointment
of Certain Officers; Compensatory Arrangements of Certain
Officers.
On
August 3, 2017, our Board of Directors elected Gary A. Gelbfish as
a director, effective August 3, 2017, to serve until the 2018
annual meeting or until his respective successor is duly elected
and qualified. In addition, Dr. Gelbfish will serve on our Audit
Committee and our Nominating & Governance
Committee.
Dr.
Gelbfish has been in private practice as a vascular surgeon since
1990. Dr. Gelbfish has practiced vascular surgery at Beth Israel
Hospital since 1990, and has practiced vascular surgery at New York
University Downtown Hospital since 2003. Since 1997, Dr. Gelbfish
has served as an Assistant Clinical Professor of Surgery at Mt.
Sinai School of Medicine. Dr. Gelbfish currently serves as CEO and
Chairman of Metrodora Therapeutics LLC, a clinical stage
biotechnology company. Dr. Gelbfish received a B.S. from Brooklyn
College, holds an M.D. from Columbia University, and completed his
fellowship in vascular surgery at Maimonides Medical Center.
Dr. Gelbfish was a director of
CorMedix from December 2009 to June 2014.
Pursuant
to our director compensation program, Dr. Gelbfish was granted
options to purchase 75,000 shares of our common stock upon the
effectiveness of his election, which will vest one third each on
the date of grant and the first and second anniversaries of the
grant date.
There
are no arrangements or understandings between Dr. Gelbfish and any
other person pursuant to which he was appointed as a director of
our Board and there are no related party transactions between Dr.
Gelbfish and our company.
Item
8.01. Other Events.
On
August 7, 2017, we issued a press release to report the election of
the director identified in Item 5.02. A copy of the release is
attached hereto as Exhibit 99.1 and is incorporated herein by
reference.
Item
9.01 Financial Statements and Exhibits.
(d)
Exhibits.
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Exhibit
No.
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Description
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Press release of CorMedix Inc.
issued August 7, 2017.
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SIGNATURE
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 hereunto duly authorized.
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CORMEDIX
INC.
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Date:
August
7, 2017
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By:
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/s/
Robert
W. Cook
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Name:
Robert
W. Cook
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Title:
Chief
Financial Officer
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