--- schema_version: "secwatch.filing_event.v1" accession: "0001824293-23-000073" form_type: "8-K" ticker: "GRI" cik: "0001824293" company_name: "GRI Bio, Inc." filed_at: "2023-04-21T23:59:59+00:00" generated_at: "2026-06-16T21:37:09.753137+00:00" event_type: "m_and_a" sentiment: "neutral" materiality_score: 0.85 calibrated_materiality_score: 0.85 confidence: "high" source: SEC EDGAR --- # Vallon Pharmaceuticals completes reverse merger with GRI Bio; combined entity renamed GRI Bio, Inc. ## Summary - Merger closed April 21, 2023; former GRI stockholders own ~85% of combined company, Vallon stockholders ~15%. - Vallon effected 1-for-30 reverse stock split; ticker changes from VLON to GRI on April 24, 2023. - New board appointed: W. Marc Hertz as CEO, David Szekeres as Chair; prior directors except David Baker resigned. - EisnerAmper dismissed as auditor; Sadler, Gibb & Associates engaged for fiscal year 2023. - GRI issued Exchange Warrants for 421,589 shares at $14.73; Equity Warrants to be issued May 8, 2023. ## SEC filing metadata - accession: 0001824293-23-000073 - form_type: 8-K - ticker: GRI - cik: 0001824293 - company_name: GRI Bio, Inc. - filed_at: 2023-04-21T23:59:59+00:00 - event_type: m_and_a - sentiment: neutral - materiality_score: 0.85 - calibrated_materiality_score: 0.85 - confidence: high - sec_items: 1.01, 8.01, 2.01, 3.03, 4.01, 5.01, 5.02, 5.03, 3.02, 9.01 - EDGAR index: https://www.sec.gov/Archives/edgar/data/1824293/000182429323000073/0001824293-23-000073-index.htm - EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1824293/000182429323000073/val-20230421.htm ## Machine-readable alternates - HTML: https://secwatch.observer/filing/0001824293-23-000073 - JSON: https://secwatch.observer/filing/0001824293-23-000073.json - Plain text: https://secwatch.observer/filing/0001824293-23-000073.txt ## Key facts - Auditor Changes GRI Bio, Inc. dismissed EisnerAmper LLP as its auditor. - Action: dismissal - Auditor: EisnerAmper LLP source text: the Audit Committee of the Board approved the dismissal of EisnerAmper LLP (“EisnerAmper”) as the Company’s independent registered public accounting firm evidence_url: https://www.sec.gov/Archives/edgar/data/1824293/000182429323000073/0001824293-23-000073-index.htm - Auditor Changes GRI Bio, Inc. engaged Sadler, Gibb & Associates LLC as its auditor. - Action: engagement - Auditor: Sadler, Gibb & Associates LLC source text: engaged Sadler as the independent registered public accounting firm to audit the Company’s financial statements for the fiscal year ending December 31, 2023 evidence_url: https://www.sec.gov/Archives/edgar/data/1824293/000182429323000073/0001824293-23-000073-index.htm - Executive change Vipin Kumar Chaturvedi was appointed as Chief Scientific Officer at GRI Bio, Inc.. - Action: appointed - Role: Chief Scientific Officer source text: Vipin Kumar Chaturvedi, Ph.D. as the Company’s Chief Scientific Officer evidence_url: https://www.sec.gov/Archives/edgar/data/1824293/000182429323000073/0001824293-23-000073-index.htm - Executive change David Szekeres was appointed as Chairperson of the Board at GRI Bio, Inc.. - Action: appointed - Role: Chairperson of the Board source text: Mr. Szekeres was appointed as the Chairperson of the Board. evidence_url: https://www.sec.gov/Archives/edgar/data/1824293/000182429323000073/0001824293-23-000073-index.htm - Executive change David Baker resigned as other_named_officer at GRI Bio, Inc.. - Action: resigned source text: In connection with the resignation for David Baker evidence_url: https://www.sec.gov/Archives/edgar/data/1824293/000182429323000073/0001824293-23-000073-index.htm - Executive change Leanne Kelly was appointed as Chief Financial Officer at GRI Bio, Inc.. - Action: appointed - Role: Chief Financial Officer source text: Leanne Kelly as the Company’s Chief Financial Officer (principal financial and accounting officer) evidence_url: https://www.sec.gov/Archives/edgar/data/1824293/000182429323000073/0001824293-23-000073-index.htm - Executive change David Szekeres was appointed as Director at GRI Bio, Inc.. - Action: appointed - Role: Director source text: the Board appointed W. Marc Hertz, Ph.D., David Szekeres, Roelof Rongen and Camilla V. Simpson, M.Sc. to the Board. evidence_url: https://www.sec.gov/Archives/edgar/data/1824293/000182429323000073/0001824293-23-000073-index.htm - Executive change Camilla V. Simpson was appointed as Director at GRI Bio, Inc.. - Action: appointed - Role: Director source text: the Board appointed W. Marc Hertz, Ph.D., David Szekeres, Roelof Rongen and Camilla V. Simpson, M.Sc. to the Board. evidence_url: https://www.sec.gov/Archives/edgar/data/1824293/000182429323000073/0001824293-23-000073-index.htm - Executive change Albert Agro was appointed as Chief Medical Officer at GRI Bio, Inc.. - Action: appointed - Role: Chief Medical Officer source text: Albert Agro, Ph.D. as the Company's Chief Medical Officer evidence_url: https://www.sec.gov/Archives/edgar/data/1824293/000182429323000073/0001824293-23-000073-index.htm - Executive change Roelof Rongen was appointed as Director at GRI Bio, Inc.. - Action: appointed - Role: Director source text: the Board appointed W. Marc Hertz, Ph.D., David Szekeres, Roelof Rongen and Camilla V. Simpson, M.Sc. to the Board. evidence_url: https://www.sec.gov/Archives/edgar/data/1824293/000182429323000073/0001824293-23-000073-index.htm - Executive change W. Marc Hertz was appointed as Chief Executive Officer at GRI Bio, Inc.. - Action: appointed - Role: Chief Executive Officer source text: the Board appointed W. Marc Hertz, Ph.D. as the Company’s Chief Executive Officer (principal executive officer) evidence_url: https://www.sec.gov/Archives/edgar/data/1824293/000182429323000073/0001824293-23-000073-index.htm - Executive change W. Marc Hertz was appointed as Director at GRI Bio, Inc.. - Action: appointed - Role: Director source text: the Board appointed W. Marc Hertz, Ph.D., David Szekeres, Roelof Rongen and Camilla V. Simpson, M.Sc. to the Board. evidence_url: https://www.sec.gov/Archives/edgar/data/1824293/000182429323000073/0001824293-23-000073-index.htm - Governance Changes GRI Bio, Inc.: Amended the certificate of incorporation to effect a 1-for-30 reverse stock split (effective 2023-04-21). - Change: charter amendment - Effective: 2023-04-21 source text: On April 21, 2023, prior to the Effective Time, the Company filed the Stock Split Amendment with the Secretary of State of the State of Delaware to effect the Reverse Split. evidence_url: https://www.sec.gov/Archives/edgar/data/1824293/000182429323000073/0001824293-23-000073-index.htm - M&A Transactions GRI Bio, Inc. underwent a change of control involving GRI Operations, Inc. (closed 2023-04-21). - Action: change of control - Counterparty: GRI Operations, Inc. - Closing: 2023-04-21 source text: Merger Sub was merged with and into GRI (the "Merger"), with GRI surviving the Merger as a wholly owned subsidiary of the Company. evidence_url: https://www.sec.gov/Archives/edgar/data/1824293/000182429323000073/0001824293-23-000073-index.htm This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.