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): April 22, 2009
_____________________
ORAMED
PHARMACEUTICALS INC.
(Exact
name of registrant as specified in its charter)
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Nevada
(State
or other jurisdiction
of
incorporation)
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000-50298
(Commission
File Number)
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98-0376008
(IRS
Employer
Identification
No.)
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Hi-Tech
Park 2/5 Givat Ram
PO
Box 39098
Jerusalem,
Israel 91390
(Address
of principal executive offices and zip code)
Registrant’s
telephone number, including area code: 972-2-566-0001
_____________________
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):
[
] 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))
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ITEM
1.01
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ENTRY
INTO A MATERIAL DEFINITIVE
AGREEMENT
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Oramed
Pharmaceuticals Inc. (“Oramed”), through its Israeli subsidiary, Oramed Ltd.,
has entered into an employment agreement with Yifat Zommer (the “Employment
Agreement”) as of April 19, 2008, pursuant to which Mrs. Zommer has been
appointed as Chief Financial Officer (“CFO”), Treasurer and Secretary of Oramed.
Mrs. Zommer’s responsibilities will include oversight of Oramed’s financial
reporting and controls.
Mrs.
Zommer, age 35, is a certified public accountant in Israel and prior to joining
us served, from April 2007 to October 2008 as Chief Financial Officer of Witech
Communications Ltd., a subsidiary of IIS Intelligence Information Systems Ltd,
(symbol: IISLF.OB), a company operating in the field of video transmission using
wireless communications, which developed, manufactured, installed and operated
on-ride video systems for use on thrill rides in amusement parks. From April
2006 to April 2007, Mrs. Zommer acted as Chief Financial Officer for CTWARE Ltd,
a telecommunication company. Prior to that she was an audit manager in
PricewaterhouseCoopers (PwC), where she served for 5 years. Mrs. Zommer holds a
Bachelor of Accounting and Economics degree from the Hebrew University and
Business Administration (MBA) from Tel-Aviv University.
According
to the Employment Agreement Mrs. Zommer will be employed from April 19, 2009 on
a part-time basis of 80% and will be compensated a gross monthly amount of NIS
17,600. As of October 19, 2009 the gross monthly amount will be increased by
10%. Mrs. Zommer has also agreed that during the term of her employment with
Oramed and for a 12 month period thereafter, she will not compete with Oramed
nor solicit employees of Oramed.
The
preceding is qualified in its entirety by reference to the Employment Agreement
that is filed with this Current Report on Form 8-K as Exhibit 10.1 and is
incorporated by reference herein.
On April
19, 2009, Oramed and Mrs. Zommer also entered into an indemnification agreement,
pursuant to which Oramed agrees to indemnify Mrs. Zommer for any liability she
may incur by reason of the fact that she serves as Oramed’s CFO, to the maximum
extent permitted by law.
The
preceding is qualified in its entirety by reference to the Indemnification
Agreement that is filed with this Current Report on Form 8-K as Exhibit 10.2 and
is incorporated by reference herein.
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ITEM
5.02
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DEPARTURE
OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF
CERTAIN OFFICERS; COMPENSATORY ARRANGEMENTS OF CERTAIN
OFFICERS
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(c) The
information provided in Item 1.01 of this Current Report on Form 8-K is
incorporated by reference into this Item 5.02.
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ITEM
9.01
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FINANCIAL
STATEMENTS AND EXHIBITS.
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10.1
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Employment
Agreement by and between Oramed Ltd. and Yifat Zommer entered into as of
April 19, 2009
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10.2
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Indemnification
Agreement by and between Oramed Ltd. and Yifat Zommer entered into as of
April 19, 2009
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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.
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ORAMED PHARMACEUTICALS
INC.
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Dated:
April 22, 2009
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By:
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/s/
Nadav Kidron
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Nadav
Kidron
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President,
CEO and Director
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