AIM ImmunoTech Inc. (Form: 8-K, Received: 03/30/2023 08:51:04)

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 March 28, 2023

AIM IMMUNOTECH INC.

(Exact name of registrant as specified in its charter)

Delaware	001-27072	52-0845822
(state or other jurisdiction	(Commission	(I.R.S. Employer
of incorporation)	File Number)	Identification No.)

2117 SW Highway 484, Ocala FL		34473
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code: (352) 448-7797

AIM Immunotech Inc.

(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))

Indicate by check mark whether the registrant is an emerging growth company as defined in 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. ☐

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol		Name of each exchange on which registered
Common Stock, par value $0.001 per share		AIM		NYSE American

Item 5.02

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

(d) Election of Directors

On March 30, 2023, AIM ImmunoTech Inc. (the “Company”) issued a press release announcing the appointment of Nancy Bryan to its Board of Directors (the “Board”), effective March 28, 2023, to serve until the Company’s 2023 Annual Meeting of Stockholders. The Board also has appointed her to the Audit, Corporate Governance and Nomination and Executive Committees. A copy of the press release is furnished herewith as Exhibit 99.1.

The Board has determined that Ms. Bryan meets the independence standards adopted by the Board in compliance with Item 407(a) of Regulation S-K. Ms. Bryan does not have (i) any arrangement or understanding with any other person pursuant to which she was appointed as a director, or (ii) any family relationship with any director or executive officer of the Company or any person nominated or chosen by the Company to become a director or executive officer. Ms. Bryan does not have any direct or indirect material interest in any transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K.

Ms. Bryan is the President and CEO of BioFlorida. In this role, she leads the development and execution of strategies to strengthen Florida’s life sciences industry and advance innovative products and technologies that improve lives. She has 25 years of experience in the life sciences in commercial positions of increasing responsibility involving primary care, biologics and specialty markets. Her experience began with major pharmaceutical companies (MERCK, GlaxoSmithKline) and progressed to executive leadership positions in specialty pharmaceuticals and smaller, start-up biotech companies (Indevus Pharmaceuticals, NPS Pharmaceuticals). She has served on executive leadership teams and played a key role in companies’ successes including marketing, sales, business development, financing initiatives and investor and PR communications. Throughout her career, Ms. Bryan has developed, launched and commercialized many products including: blockbusters (Zantac, Levitra), major biologics (Tysabri) and orphan drugs for rare diseases (Valstar for bladder cancer, Supprelin LA for central precocious puberty) and has established franchises in a wide variety of therapeutic areas including: Oncology, Anti-infectives, GI and Autoimmune (MS,CD).

Ms. Bryan earned a BA in Economics from the University of Virginia and an MBA from Columbia University. Academic honors include Phi Beta Kappa and Beta Gamma Sigma.

Ms. Bryan will be compensated for being a director and serving on committees in the same manner as all directors.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.		Description
99.1		March 30, 2023 press release.
104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

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.

	AIM IMMUNOTECH INC.

March 30, 2023	By:	/s/ Thomas K. Equels
		Thomas K. Equels, CEO

Exhibit 99.1

AIM ImmunoTech Bolsters Board of Directors with Appointment of Pharmaceutical Industry Veteran Nancy K. Bryan, with Deep Commercial, Marketing, Business Development and Corporate Finance Expertise

OCALA, FL (March 30, 2023) – AIM ImmunoTech Inc. (NYSE American: AIM) (“AIM” or the “Company”), an immuno-pharma company focused on the research and development of therapeutics to treat multiple types of cancers, immune disorders and viral diseases — including COVID-19, the disease caused by the SARS-CoV-2 virus — today announced Nancy K. Bryan as the newest member of its Board of Directors. She has also been named to a number of committees.

Bryan is an established leader with more than 25 years of experience in the life sciences industry. She has served on executive leadership teams and played key roles in companies’ successes, including marketing, sales, business development, financing and communications. Bryan is the current President and CEO of BioFlorida Inc., an association supporting the advancement of life sciences in Florida.

William Mitchell, MD, PhD, Professor of Pathology, Microbiology and Immunology at the Vanderbilt University School of Medicine, and Chair of AIM’s Board of Directors, commented, “I am thrilled to add Ms. Bryan as an independent Director, particularly with the depth and breadth of her product marketing and commercialization expertise. Her addition will provide us with valuable industry connections, financial insights and business acumen as we continue to guide AIM through its next phase of growth. She also advances our goal to promote diversity on our board. I look forward to working closely with Nancy as we move Ampligen toward late-stage development.”

“AIM demonstrates an exciting opportunity in the life sciences sector with its Ampligen asset. I am pleased to join the Board at this pivotal time and play what I believe will be an additive role as the Company progresses. I am encouraged by the potential of Ampligen and look forward to leveraging my experience and expertise to help unlock value in the near and long-term,” added Bryan.

Prior to joining BioFlorida as its President and CEO in 2013, Bryan began her career with major pharmaceutical companies including Merck, GlaxoSmithKline and Bayer Pharmaceuticals. She then went on to serve in a number of executive leadership positions in specialty pharmaceuticals and smaller, start-up biotech companies, including Indevus Pharmaceuticals and NPS Pharmaceuticals. Throughout her career, Bryan helped develop, launch and commercialize many products including blockbusters (Zantac, Levitra), major biologics (Tysabri) and orphan drugs for rare diseases (Valstar for bladder cancer, Supprelin LA for central precocious puberty), and helped establish franchises in a wide variety of therapeutic areas, including Oncology, Anti-infectives, GI and Autoimmune (MS, CD). She has established a successful track record with introducing strategic and tactical solutions to develop global markets as well as launch, grow and turn around established and underperforming drugs, resulting in greater revenue, market share, profitability and stockholder value. Additionally, Bryan has been recognized for outstanding leadership experience in the specialty, biologics and primary care markets, establishing franchises in a wide variety of therapeutic areas, including Oncology, GI, Urology, Endocrinology, Cardiology, Vaccines, Anti-infectives and Autoimmune (IBD, MS, RA).

Bryan holds a BA in Economics from the University of Virginia and an MBA from Columbia University, and her academic honors include Phi Beta Kappa and Beta Gamma Sigma.

About AIM ImmunoTech Inc.

AIM ImmunoTech Inc. is an immuno-pharma company focused on the research and development of therapeutics to treat multiple types of cancers, immune disorders and viral diseases, including COVID-19. The Company’s lead product is a first-in-class investigational drug called Ampligen® (rintatolimod), a dsRNA and highly selective TLR3 agonist immuno-modulator with broad spectrum activity in clinical trials for globally important cancers, viral diseases and disorders of the immune system.

For more information, please visit aimimmuno.com and connect with the Company on Twitter, LinkedIn, and Facebook.

Cautionary Statement

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 (the “PSLRA”). Words such as “may,” “will,” “expect,” “plan,” “anticipate” and similar expressions (as well as other words or expressions referencing future events or circumstances) are intended to identify forward-looking statements. Many of these forward-looking statements involve a number of risks and uncertainties. Among other things, for those statements, the Company claims the protection of safe harbor for forward-looking statements contained in the PSLRA. The Company does not undertake to update any of these forward-looking statements to reflect events or circumstances that occur after the date hereof. The information found on our website is not incorporated by reference into this press release and is included for reference purposes only.

Investor Relations Contact

JTC Team, LLC

Jenene Thomas

833-475-8247

AIM@jtcir.com