Item 1.01 Entry into a Material Definitive Agreement.
As previously disclosed in the Current Report on Form 8-K filed on January 11,
2021, AIkido Pharma, Inc. (the "Company") entered into an exclusive patent
license agreement by and among Silo Pharma Inc., a Delaware corporation and Silo
Pharma Inc., a Florida corporation, and their affiliates/subsidiaries
(collectively, "Silo Pharma"), dated January 5, 2021 (as amended by the
Amendment (as defined below), the "Agreement"). On April 12, 2021, the Company
entered into an amendment to the Agreement ("Amendment"). The Amendment amends a
portion of the license fees included in the Agreement and shall cause the
conversion of 500 shares of the Company's Series M Convertible Preferred Stock
into an aggregate of 625,000 restricted shares of the Company's common stock,
par value $0.001 per share, effective as of January 5, 2021.
The foregoing description of the Agreement and Amendment do not purport to be
complete and are qualified in their entirety by reference to the complete text
of the Agreement and Amendment, copies of which are filed with this Current
Report on Form 8-K as Exhibits 10.1 and 10.2, respectively, and are incorporated
herein by reference.
Item 5.02. Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
Effective April 12, 2021, the board of directors (the "Board") of the Company
appointed Kyle Wool to serve as a member of the Board and a member of the
Company's compensation committee. Mr. Wool assumed his position as a member of
the Board on April 12, 2021.
There is no arrangement or understanding between Mr. Wool and any other persons
pursuant to Mr. Wool's appointment as director and there are no related party
transactions involving Mr. Wool that are reportable under Item 404(a) of
Regulation S-K. There are no material plans contracts or arrangements to which
Mr. Wool is a party to or in which they participate nor have there been any
material amendment to any plan, contract or arrangement by virtue of Mr. Wool's
appointment.
The following is certain biographical information regarding Mr. Wool:
Kyle Wool, age 43, has been the president of Revere Wealth Management, where he
provides integrated strategies designed to help build, manage and preserve
wealth for wealthy families, endowments and foundations, since January 2021.
Prior to his employment at Revere Wealth Management, Mr. Wool was an Executive
Director at Morgan Stanley (NYSE: MS) from May 2013 to January 2021, where he
where he where he provided strategic wealth management and investing guidance to
his clients. Prior to his employment at Morgan Stanley and The Wool Group, Mr.
Wool was employed at Oppenheimer and Co., Inc. in a number of roles, where he
strategic wealth management and investing guidance to his clients, from 2005 to
2013. Specifically, from 2010 until 2013, Mr. Wool served as a Managing Director
of the Professional Investors Group for Oppenheimer Asia Ltd. Mr. Wool currently
serves as a board member of LifeLine NY, a charity foundation focused on attain
medical equipment for the underprivileged children of Serbia and a board member
of CIRSD (Center for International Relations and Sustainable Development), whose
mission is to empower youth in communities with the greatest need to reach their
full potential and pursue higher education. Mr. Wool is also a Partner at
Merakia, a Greek steakhouse in the Flatiron district of NYC and a Partner at
Isouvlaki, which is a Quick Service Restaurant in the Tristan area. In 2009, Mr.
Wool was involved in an arbitration proceeding with FINRA, which was settled in
2011. We believe Mr. Wool is well qualified to serve as a director due to his
extensive experience in banking and wealth management.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
10.1 Exclusive Patent License Agreement by and among Silo Pharma Inc., a Delaware
corporation and Silo Pharma Inc., a Florida corporation, and their
affiliates/subsidiaries (collectively, "Silo Pharma"), dated January 5, 2021.
10.2 Amendment to Exclusive Patent License Agreement, dated April 12, 2021.
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