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): March 1, 2018

 

RITTER PHARMACEUTICALS, INC.

(Exact name of registrant as specified in its charter)

 

Delaware

(State or other

jurisdiction of incorporation)

 

001-37428

(Commission

File Number)

 

26-3474527

(I.R.S. Employer

Identification No.)

 

1880 Century Park East, Suite 1000    
Los Angeles, California   90067
(Address of principal executive offices)   (Zip Code)

 

Registrant’s telephone number, including area code: (310) 203-1000

 

 

 

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. [  ]

 

 

 

 

 

 

Item 8.01. Other Events

 

On March 1, 2018, Ritter Pharmaceuticals, Inc. (the “Company”) issued a press release entitled “Ritter Pharmaceuticals, Inc.’s Board Approves 1-for-10 Reverse Stock Split” (the “Press Release”), announcing that the board of directors of the Company set a ratio of 1-for-10 for a reverse stock split (the “Reverse Stock Split”) of the Company’s common stock, par value $0.001 per share, and an anticipated effective date for the Reverse Stock Split of on or before March 23, 2018. A copy of the Press Release is attached as Exhibit 99.1 to this report and is incorporated herein by reference.

 

Item 9.01 Financial Statements and Exhibits.

 

(d) Exhibits.

 

Exhibit No.   Description
     
Exhibit 99.1   Press Release dated March 1, 2018, entitled “Ritter Pharmaceuticals, Inc.’s Board Approves 1-for-10 Reverse Stock Split.”

 

 

 

 

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.

 

  RITTER PHARMACEUTICALS, INC.
     
  By: /s/ Michael D. Step
  Name: Michael D. Step
  Title: Chief Executive Officer

 

Date: March 1, 2018

 

 

 

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