0001004878-16-000342.txt : 20160114
0001004878-16-000342.hdr.sgml : 20160114
20160113185302
ACCESSION NUMBER: 0001004878-16-000342
CONFORMED SUBMISSION TYPE: 8-K
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20160113
ITEM INFORMATION: Entry into a Material Definitive Agreement
FILED AS OF DATE: 20160114
DATE AS OF CHANGE: 20160113
FILER:
COMPANY DATA:
COMPANY CONFORMED NAME: CEL SCI CORP
CENTRAL INDEX KEY: 0000725363
STANDARD INDUSTRIAL CLASSIFICATION: BIOLOGICAL PRODUCTS (NO DIAGNOSTIC SUBSTANCES) [2836]
IRS NUMBER: 840916344
STATE OF INCORPORATION: CO
FISCAL YEAR END: 0930
FILING VALUES:
FORM TYPE: 8-K
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-11889
FILM NUMBER: 161341634
BUSINESS ADDRESS:
STREET 1: 8229 BOONE BLVD .
STREET 2: SUITE 802
CITY: VIENNA
STATE: VA
ZIP: 22182
BUSINESS PHONE: 7035069460
MAIL ADDRESS:
STREET 1: 8229 BOONE BLVD.
STREET 2: SUITE 802
CITY: VIENNA
STATE: VA
ZIP: 22182
FORMER COMPANY:
FORMER CONFORMED NAME: INTERLEUKIN 2 INC
DATE OF NAME CHANGE: 19880317
8-K
1
form8kitem101declara1-16.txt
FORM 8-K ITEM 1.01
0UNITED 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): January 13, 2016
CEL-SCI CORPORATION
--------------------------------------
(Exact name of Registrant as specified in its charter)
Colorado 0-11503 84-0916344
-------------------- ------------------ -----------------
(State or other jurisdiction (Commission File No.) (IRS Employer
of incorporation) Identification No.)
8229 Boone Boulevard, Suite 802
Vienna, Virginia 22182
--------------------------------------------
(Address of principal executive offices, including Zip Code)
Registrant's telephone number, including area code: (703) 506-9460
N/A
--------------------------------------------
(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 obligations of the registrant under any of the
following provisions:
[ ] Written communications pursuant to Rule 425 under the Securities Act
(17CFR 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-14c))
Item 1.01 Entry Into a Material Definitive Agreement
Item 1.01 Entry Into a Material Definitive Agreement
On January 13, 2016 the Company sold 3,000,000 shares of its common stock
and 3,000,000 warrants to the de Clara Trust for $1,110,000. The de Clara Trust
is controlled by Geert Kersten, the Company's Chief Executive Officer and a
director. Each warrant allows the de Clara Trust to purchase one share of the
Company's common stock at a price of $0.37 per share at any time on or before
January 13, 2021.
On January 13, 2016 the Company's directors also approved the following
amendments to the Series N warrants held by the de Clara Trust.
o the exercise price of the warrants is $0.40 per share,
o the expiration date of the warrants is August 18, 2019,
o the warrants can be exercised on a cashless "basis",
2
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.
Date: January 13, 2016 CEL-SCI CORPORATION
By: /s/ Patricia B. Prichep
-------------------------------------
Patricia B. Prichep,
Senior Vice President of Operations