--- schema_version: "secwatch.filing_event.v1" accession: "0001641172-25-011387" form_type: "8-K" ticker: "PTIX" cik: "0001022899" company_name: "Protagenic Therapeutics, Inc.new" filed_at: "2025-05-19T23:59:59+00:00" generated_at: "2026-05-21T01:01:36.938642+00:00" event_type: "m_and_a" sentiment: "neutral" materiality_score: 0.9 calibrated_materiality_score: 0.9 confidence: "high" source: SEC EDGAR --- # Protagenic Therapeutics acquires Phytanix Bio in share exchange, appoints new CEO and directors ## Summary - Acquired 100% of Phytanix Bio common shares from Alterola Biotech and EMC2 Capital as of May 15, 2025 - Issued 117,690 common shares, 5,705 Series C Preferred, 950,000 Series C-1 Preferred, and 20,000 Series D Preferred to Phytanix stockholders - Appointed Barrett Evans as President and CEO, Colin Stott as COO and director, and Jennifer Chao as director; Andrew Slee promoted to Chief Development Officer - Resignations of directors Khalil Barrage, Tim Wright, and Robert Stein effective immediately before closing - Filed certificates of designation for Series C and C-1 Non-Voting Convertible Preferred Stock on May 15, 2025 ## SEC filing metadata - accession: 0001641172-25-011387 - form_type: 8-K - ticker: PTIX - cik: 0001022899 - company_name: Protagenic Therapeutics, Inc.new - filed_at: 2025-05-19T23:59:59+00:00 - event_type: m_and_a - sentiment: neutral - materiality_score: 0.9 - calibrated_materiality_score: 0.9 - confidence: high - sec_items: 1.01, 5.03, 2.01, 3.02, 3.03, 5.02, 7.01, 8.01, 9.01 - EDGAR index: https://www.sec.gov/Archives/edgar/data/1022899/000164117225011387/0001641172-25-011387-index.htm - EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1022899/000164117225011387/form8-k.htm ## Machine-readable alternates - HTML: https://secwatch.observer/filing/0001641172-25-011387 - JSON: https://secwatch.observer/filing/0001641172-25-011387.json - Plain text: https://secwatch.observer/filing/0001641172-25-011387.txt ## Key facts - Executive change Khalil Barrage resigned as Director at Protagenic Therapeutics, Inc.new. - Action: resigned - Role: Director source text: accepted the resignation of Khalil Barrage, Tim Wright and Robert Stein, from the Board, effective as of immediately prior to the Closing on May 15, 2025 evidence_url: https://www.sec.gov/Archives/edgar/data/1022899/000164117225011387/0001641172-25-011387-index.htm - Executive change Colin Stott was appointed as Chief Operating Officer at Protagenic Therapeutics, Inc.new. - Action: appointed - Role: Chief Operating Officer source text: Colin Stott as Chief Operating Officer and as a director of the Company evidence_url: https://www.sec.gov/Archives/edgar/data/1022899/000164117225011387/0001641172-25-011387-index.htm - Executive change Colin Stott was appointed as Director at Protagenic Therapeutics, Inc.new. - Action: appointed - Role: Director source text: Colin Stott as Chief Operating Officer and as a director of the Company evidence_url: https://www.sec.gov/Archives/edgar/data/1022899/000164117225011387/0001641172-25-011387-index.htm - Executive change Jennifer Chao was appointed as Director at Protagenic Therapeutics, Inc.new. - Action: appointed - Role: Director source text: Jennifer Chao as a director of the Company evidence_url: https://www.sec.gov/Archives/edgar/data/1022899/000164117225011387/0001641172-25-011387-index.htm - Executive change Barrett Evans was appointed as President and Chief Executive Officer at Protagenic Therapeutics, Inc.new. - Action: appointed - Role: President and Chief Executive Officer source text: appointed Barrett Evans as President and Chief Executive Officer, and a director of the Company evidence_url: https://www.sec.gov/Archives/edgar/data/1022899/000164117225011387/0001641172-25-011387-index.htm - Executive change Barrett Evans was appointed as Director at Protagenic Therapeutics, Inc.new. - Action: appointed - Role: Director source text: appointed Barrett Evans as President and Chief Executive Officer, and a director of the Company evidence_url: https://www.sec.gov/Archives/edgar/data/1022899/000164117225011387/0001641172-25-011387-index.htm - Executive change Robert Stein resigned as Director at Protagenic Therapeutics, Inc.new. - Action: resigned - Role: Director source text: accepted the resignation of Khalil Barrage, Tim Wright and Robert Stein, from the Board, effective as of immediately prior to the Closing on May 15, 2025 evidence_url: https://www.sec.gov/Archives/edgar/data/1022899/000164117225011387/0001641172-25-011387-index.htm - Executive change Tim Wright resigned as Director at Protagenic Therapeutics, Inc.new. - Action: resigned - Role: Director source text: accepted the resignation of Khalil Barrage, Tim Wright and Robert Stein, from the Board, effective as of immediately prior to the Closing on May 15, 2025 evidence_url: https://www.sec.gov/Archives/edgar/data/1022899/000164117225011387/0001641172-25-011387-index.htm - Executive change Andrew Slee changed role as Chief Development Officer at Protagenic Therapeutics, Inc.new. - Action: promoted - Role: Chief Development Officer source text: promoted Andrew Slee from his prior role of Chief Operating Officer to the Company’s Chief Development Officer, effective immediately upon the Closing on May 15, 2025 evidence_url: https://www.sec.gov/Archives/edgar/data/1022899/000164117225011387/0001641172-25-011387-index.htm - Governance Changes Protagenic Therapeutics, Inc.new: Filed Series C-1 Certificate of Designation creating another new series of preferred stock (effective 2025-05-15). - Change: charter amendment - Effective: 2025-05-15 source text: On May 15, 2025, the Company filed a Certificate of Designation of Preferences, Rights and Limitations of the Series C-1 Non-Voting Convertible Preferred Stock (the “Series C-1 Certificate of Designation”) with the Secretary of State of the State of Delaware evidence_url: https://www.sec.gov/Archives/edgar/data/1022899/000164117225011387/0001641172-25-011387-index.htm - Governance Changes Protagenic Therapeutics, Inc.new: Filed Series C Certificate of Designation creating a new series of preferred stock (effective 2025-05-15). - Change: charter amendment - Effective: 2025-05-15 source text: On May 15, 2025, the Company filed a Certificate of Designation of Preferences, Rights and Limitations of the Series C Non-Voting Convertible Preferred Stock (the “Series C Certificate of Designation”) with the Secretary of State of the State of Delaware evidence_url: https://www.sec.gov/Archives/edgar/data/1022899/000164117225011387/0001641172-25-011387-index.htm - M&A Transactions Protagenic Therapeutics, Inc.new completed an acquisition involving Alterola Biotech Inc., EMC2 Capital LLC, and the Preferred Stockholders (closed 2025-05-16). - Action: acquisition - Counterparty: Alterola Biotech Inc., EMC2 Capital LLC, and the Preferred Stockholders - Closing: 2025-05-16 source text: On May 16, 2025, the Company completed its business combination with Alterola, EMC2, and the Preferred Stockholders. evidence_url: https://www.sec.gov/Archives/edgar/data/1022899/000164117225011387/0001641172-25-011387-index.htm This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.