Washington, D.C. 20549




Current Report


Pursuant to Section 13 or 15(d) of

the Securities Exchange Act of 1934


Date of Report (Date of earliest event reported): September 30, 2013



(Exact name of registrant as specified in its charter)


Delaware 1-16467 33-0303583
(State or other jurisdiction (Commission (I.R.S Employer
of incorporation) File Number) Identification No.)

126 Valley Road, Suite C  
Glen Rock, New Jersey 07452
(Address of principal executive offices) (Zip Code)


Registrant’s telephone number, including area code: (949) 727-3157


(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))





Item 5.02Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.


On September 30, 2013, Dr. Moogak Hwang notified the Board of Directors of Cortex Pharmaceuticals, Inc. (the “Company”) of his decision to resign from the Board of Directors effective as of September 30, 2013. Dr. Hwang resigned for personal reasons and did not resign because of any disagreement with the Company on any matter relating to the Company’s operations, policies or practices.







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: October 4, 2013       CORTEX PHARMACEUTICALS, INC.
        By:   /s/ Arnold S. Lippa

Arnold S. Lippa

President and Chief Executive Officer