false 0000803578 0000803578 2025-03-10 2025-03-10
 
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): March 10, 2025
 
 
FIREFLY NEUROSCIENCE, INC.
(Exact name of registrant as specified in its charter)
 
Delaware
  
001-41092
  
54-1167364
(State or other jurisdiction
of incorporation)
  
(Commission File Number)
  
(IRS Employer
Identification No.)
 
1100 Military Road, Kenmore, NY
  
14217
(Address of principal executive offices)
  
(Zip Code)
 
(888) 237-6412
(Registrant’s telephone number, including area code)
 
 
(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:
 
☐
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, par value $0.0001 per share
  
AIFF
  
The Nasdaq Capital Market
 
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934.                            
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 March 10, 2025, Greg Lipschitz resigned from his position as the Executive Chairman of Firefly Neuroscience, Inc. (the “Company”), effective immediately. Mr. Lipschitz remains as a director of the Company. Mr. Lipschitz’s resignation was not related to any disagreement regarding the Company’s operations, policies or practices. On the same date, the board of directors (the “Board”) of the Company elected Arun Menawat as the Chairman of the Company, effective immediately. In connection with such appointment, Mr. Menawat no longer serves as a member of the Audit Committee of the Board of Directors (the “Audit Committee”) or the chairperson of the Compensation Committee of the Board of Directors (the “Compensation Committee”). The Board appointed David DeCaprio as a member of the Audit Committee and Stella Vnook as a member of the Compensation Committee. In addition, Mr. DeCaprio was elected as the chairperson of the Compensation Committee.
 
On March 10, 2025, the Compensation Committee granted an incentive stock option to purchase 15,000 shares of the Company’s common stock, par value $0.0001 per share, and a restricted award of 10,000 restricted stock units to Paul Krzywicki, the Chief Financial Officer of the Company, under the Firefly Neuroscience, Inc. 2024 Long-Term Incentive Plan (the “Plan”), subject to the Company’s standard form of incentive stock option agreement and restricted stock unit agreement for the Plan.
 
Item 9.01
Financial Statements and Exhibits.
 
(d) Exhibits
 
Exhibit No.
  
Description
104
  
Cover Page Interactive Data File (embedded with 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.
 
 
Date: March 12, 2025
FIREFLY NEUROSCIENCE, INC.
   
 
/s/ Greg Lipschitz
 
Name: Greg Lipschitz
 
Title: Interim Chief Executive Officer
 
 
 
v3.25.0.1
Document And Entity Information
Mar. 10, 2025
Document Information [Line Items]  
Entity, Registrant Name FIREFLY NEUROSCIENCE, INC.
Document, Type 8-K
Document, Period End Date Mar. 10, 2025
Entity, Incorporation, State or Country Code DE
Entity, File Number 001-41092
Entity, Tax Identification Number 54-1167364
Entity, Address, Address Line One 1100 Military Road
Entity, Address, City or Town Kenmore
Entity, Address, State or Province NY
Entity, Address, Postal Zip Code 14217
City Area Code 888
Local Phone Number 237-6412
Written Communications false
Soliciting Material false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Title of 12(b) Security Common Stock
Trading Symbol AIFF
Security Exchange Name NASDAQ
Entity, Emerging Growth Company false
Amendment Flag false
Entity, Central Index Key 0000803578
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