UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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 December 1, 2023, our Board of Directors, or Board, acting on the recommendation of the Board’s Nominating and Corporate Governance Committee, appointed Catherine Lee and Michael Patane to serve as directors of TFF Pharmaceuticals, Inc. until our next annual meeting of the stockholders and until their respective successors are elected and qualified or until their earlier resignation or removal. Our Board also appointed Ms. Lee to the Nominating and Corporate Governance Committee of the Board and appointed Mr. Patane to the Compensation Committee of the Board.
In connection with their appointments, and pursuant to our previously disclosed independent director compensation policy, the Compensation Committee of the Board approved the grant of an option to Ms. Lee and Mr. Patane, each, under our 2021 Stock Incentive Plan to purchase 132,442 shares of our common stock at an exercise price of $0.36 per share. The options vest and first become exercisable in 36 equal monthly installments, with the first installment vesting on December 1, 2024 and the remaining installments on the 1st day of the month over the next 35 months. The options have a term of ten years from the date of grant and are otherwise subject to our 2021 Stock Incentive Plan.
We issued separate press releases announcing the appointments of Ms. Lee and Mr. Patane. Those press releases are attached hereto as Exhibits 99.1 and 99.2.
Item 9.01 Financial Statements and Exhibits
| (d) | Exhibits | Method of Filing |
The following exhibits are filed with this report:
| Exhibit 99.1 | Press Release Announcing the Appointment of Catherine Lee to the TFF Board. | Filed Electronically herewith |
| Exhibit 99.2 | Press Release Announcing the Appointment of Michael Patane to the TFF Board. | Filed Electronically herewith |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
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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.
| TFF PHARMACEUTICALS, INC. | |
| Dated: December 4, 2023 | /s/ Kirk Coleman |
| Kirk Coleman, | |
| Chief Financial Officer |
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