UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
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Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On January 17, 2024, Adial Pharmaceuticals, Inc. (the “Company”) entered into a Statement of Work #2 (“SOW#2”) to its Master Services Agreement, dated March 15, 2023 (the “Services Agreement”), with The Keswick Group, LLC, of which Tony Goodman, a director of the Company, is the founder and principal, pursuant to which Mr. Goodman has agreed to serve in the capacity as Chief Operating Officer of the Corporation at a compensation of $25,000 per month and devote no less than 75% of his business time to performing this role. The foregoing description of SOW#2 and the Services Agreement does not purport to be complete and is subject to, and is qualified in its entirety by, reference to the provisions of such SOW#2 and Services Agreement which are attached hereto as Exhibits 10.1 and 10.2 and incorporated herein by reference.
Item 7.01 Regulation FD Disclosure
On January 18, 2024, the Company issued a press release announcing the appointment of Mr. Goodman as Chief Operating Officer of the Corporation. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.
The information presented in this Item 7.01 of this Current Report on Form 8-K and Exhibit 99.1 is being furnished and shall not be deemed filed for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) or otherwise be subject to the liabilities of that section, nor is it incorporated by reference into any filing of the Company, under the Securities Act of 1933, as amended, or the Exchange Act, whether made before or after the date hereof, regardless of any general incorporation language in such filing.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
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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 hereunto duly authorized.
| Dated: January 18, 2024 | ADIAL PHARMACEUTICALS, INC. | |
| By: | /s/ Cary J. Claiborne | |
| Name: | Cary J. Claiborne | |
| Title: | President and Chief Executive Officer | |
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