Form 8-K












Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of Earliest Event Reported): October 31, 2018




(Exact name of registrant as specified in its charter)




DELAWARE   001-35405   45-4440364
(State or other jurisdiction of


File Number)

  (I.R.S. Employer
Identification No.)
300 George Street, Suite 301, New Haven, CT   06511
(Address of principal executive offices)   (Zip Code)

Registrant’s telephone number, including area code (908) 617-1309



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:


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))

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 transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ☐




Item 5.02.

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On October 31, 2018, the Board of Directors of Melinta Therapeutics, Inc. (the “Company”) appointed Bruce L. Downey as a Class III director. Mr. Downey will serve on the Company’s Audit Committee. There were no arrangements or understandings pursuant to which Mr. Downey was elected as a director, and there are no related party transactions between the Company and Mr. Downey reportable under Item 404(a) of Regulation S-K. Mr. Downey will receive compensation for Board service commensurate with the Company’s other non-executive directors. On October 31, 2018, Cecilia Gonzalo resigned from the Board of Directors following a change in principal employment.




Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.


Melinta Therapeutics, Inc.



/s/ Peter Milligan


Peter Milligan


Chief Financial Officer

Dated: November 5, 2018