8-K: Current report filing
Published on March 8, 2010
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 1, 2010
AETHLON
MEDICAL, INC.
(Exact
name of registrant as specified in its charter)
|
Nevada
(State
or other jurisdiction of
incorporation)
|
000-21846
(Commission
File Number)
|
13-3632859
(IRS
Employer Identification
Number)
|
|
8910
University Center Lane, Suite 660
San
Diego, California
(Address
of principal executive offices)
|
92122
(Zip
Code)
|
Registrant’s
telephone number, including area code: (858) 459-7800
Not
applicable
(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):
|
o
|
Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
|
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o
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
|
|
|
o
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17
CFR 240.14d-2(b))
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o
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17
CFR 240.13e-4(c))
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ITEM
8.01 OTHER
EVENTS.
On March
1, 2010, the Board of Directors of Aethlon Medical, Inc., a Nevada corporation
(the “Registrant”), adopted a new Policy Statement on Inside Information and
Securities Trading (the “Trading Policy”). The Trading Policy sets forth certain
obligations of directors, officers and employees of the Registrant with respect
to trading in securities of the Registrant and companies with which the
Registrant does business (“Business Acquaintances”) and sets forth certain
limitations and parameters on trading in the Registrant’s securities. The
Trading Plan includes certain modifications to the Registrant's prior trading
plan, including limitations on sales of the Registrant's
securities. The Trading Plan does not in any way modify or alter the
Registrant's Code of Ethics.
The
primary modification included in the Trading Policy is a limitation on open
market sales of the Registrant’s securities by officers or directors. Such
sales, whether made pursuant to a Rule 10b5-1 trading plan or otherwise, may not
exceed five percent (5%) of the average volume of trading in the Registrant’s
securities for the prior thirty-calendar-day period, as reported on
www.dailyfinance.com. In addition, officers and directors are required to inform
the Registrant’s Board of Directors prior to purchasing or selling securities of
the Registrant or instituting a Rule 10b5-1 trading plan with respect thereto so
that the Board may determine whether to publicly disclose the proposed
trading.
The
Trading Policy also prohibits the purchase or sale of securities of the
Registrant or any Business Acquaintance on the basis of material non-public
information regarding the Registrant or any Business Acquaintance, as well as
the “tipping” of other persons by providing them with such information. Further,
the Trading Policy permits trading in the Registrant’s securities only during
permitted trading periods or pursuant to a Rule 10b5-1 trading plan, subject to
certain blackout periods and other restrictions.
The
foregoing description of the Trading Policy is qualified in its entirety by the
copy of the Trading Policy attached hereto as Exhibit 99.1, which is
incorporated herein by reference.
| ITEM 9.01 | FINANCIAL STATEMENTS AND EXHIBITS. | |
| (d) EXHIBITS | ||
|
EXHIBIT
NO.
|
DESCRIPTION
|
|
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99.1
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Policy
Statement on Inside Information and Securities
Trading
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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.
|
AETHLON
MEDICAL, INC.
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Dated:
March 8, 2010
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By:
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/s/ James A. Joyce | |
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James
A. Joyce
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|||
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Chief
Executive Officer
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