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) May 19, 2020
Clinigence Holdings, Inc.
(Exact name of registrant as specified in its charter)
| Delaware | 000-53862 | 11-3363609 |
(State or other jurisdiction of incorporation) |
(Commission File Number) | (IRS Employer Identification No.) |
55 Ivan Allen Jr. Blvd. NW, #875 Atlanta, Georgia |
30308 |
| (Address of principal executive offices) | (Zip Code) |
Registrant’s telephone number, including area code: (678) 607-6393
(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)) |
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, $0.001 par value | CLNH | OTCMKTS | ||
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 tranistion period for complying with any new or revised financial accounting standards provided pursuant to Section 12(a) of the Exchange Act. ☐
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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.
Resignation of Member of the Board of Directors
On May 16, 2020, the Board of Directors (the “Board”) of Clinigence Holdings, Inc. (the “Company”) accepted the resignation of Dr. Lawrence Schimmel from the Board and related responsibilities on the Governance and Nominating Committee. Dr. Schimmel’s resignation is not the result of any disagreement with the Company on any matter relating to the Company’s operations, policies or practices. Dr. Schimmel will remain as an officer of the Company in his position as Chief Medical Officer. Effective upon Dr. Schimmel’s resignation as a director, the Company’s Board will be reduced from nine to eight directors.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
The exhibits listed in the following Exhibit Index are filed as part of this Current Report on Form 8-K.
| Exhibit No. | Description |
| 99.1 | Letter of Resignation from Lawrence Schimmel, dated May 16, 2020 |
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| Clinigence Holdings, inc. | ||
| Date: May 19, 2020 | By: /s/ Elisa Luqman | |
| Elisa Luqman | ||
| Chief Financial Officer |
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Lawrence Schimmel, M.D., FACS
May 16, 2020
Warren Hosseinion, Chairman
Clinigence Holdings, Inc.
55 Ivan Allen Jr. Blvd., Suite 875
Atlanta, Ga. 30308
Dear Warren,
In follow-up to our recent conversation; due to outside obligations, I will no longer be able to serve as a member of the Board of Directors of Clinigence Holdings, Inc. effective today May 16, 2020.
Best,
/s/ Lawrence Schimmel
Lawrence Schimmel, M.D., FACS