Kehoe Law Firm, P.C. has commenced an investigation on behalf of investors of Rockwell Medical, Inc. (NASDAQ: RMTI) concerning RMTI’s possible violations of federal securities laws.
Rockwell Medical Terminates Its CEO
On May 23, 2018, Rockwell Medical filed a Form 8-K which, in pertinent part, stated:
In March 2018, the Board of Directors (the “Board”) of Rockwell Medical, Inc. (the “Company”) appointed Benjamin Wolin and Lisa Colleran as members of the Board. Subsequent to their appointment, the newly augmented Board conducted a thorough review of the Company’s business, including an evaluation of management. Following this review, the Board convened a meeting on May 22, 2018, at which time the Board voted to terminate the employment of Robert Chioini as President and Chief Executive Officer, effective immediately. Pursuant to the terms of Mr. Chioini’s employment agreement, and as a result of the termination of his employment, Mr. Chioini is also deemed to have resigned all employment and related job duties and responsibilities with the Company, including without limitation any and all positions on any committees or boards of the Company.
Following the May 22, 2018 Board meeting and without authorization, Mr. Chioini and Thomas Klema, Vice President, Chief Financial Officer, Treasurer and Secretary, filed a Current Report on Form 8-K making certain assertions regarding the independent directors who voted in favor of Mr. Chioini’s removal. The assertions contained in this filing are unrelated to the Board’s action to terminate Mr. Chioini from his roles.
Due to the conduct of Mr. Klema in connection with and following the termination of Mr. Chioini, including causing the filing of the unauthorized Current Report on Form 8-K, the independent directors of the Board have voted to remove Mr. Klema from his roles at the Company as well, which removal will be formally made effective by the Board at the earliest practicable date. (Emphasis added)
Rockwell Medical’s May 22, 2018 press release, which accompanied its Form 8-K filing (“Special Transition Committee Established; Permanent CEO Search Underway Company Reiterates Recently Reported Financial Results and Cash Position”), among other things, stated:
Rockwell Medical . . . announced that its Board of Directors has formed a Special Transition Committee to provide board-level oversight over the Company’s strategic direction and day-to-day operations, effective immediately. The Board of Directors also announced that the Company’s President and Chief Executive Officer, Robert Chioini, has been terminated from his positions, effective immediately. In connection with [the] announcement, Mr. Chioini has resigned as a member of the Board and will not stand for reelection at the 2018 Annual Meeting of Shareholders. (Emphasis added)
Rockwell Medical’s CEO Issues Press Release
Rockwell Medical announced that the Company’s President and Chief Executive Officer, Robert Chioini, had been terminated “effective immediately” from his positions. On May 23, 2018, however, a letter to RMTI shareholders was published on behalf of Chioini explaining that he had called an emergency Board meeting for the purpose of discussing alleged breaches of fiduciary duties and other possible violations of securities laws by various directors of Rockwell Medical, and that those directors whose conduct was the subject of the alleged breaches of fiduciary duties voted to fire Mr. Chioini.
Rockwell Medical Issues Statement Reiterating Robert Chioini’s Termination as CEO
On May 24, 2018, Rockwell Medical issued a press release again representing that Chioini had been terminated as CEO. The press release also disclosed that the Company had filed a complaint against Chioini seeking, among other things, a temporary restraining order to enjoin Chioini from holding himself out as the CEO of Rockwell Medical. Specifically, Rockwell Medical stated that “[a]s a result of Mr. Chioini’s behavior and actions following his termination, and in acting in the best interests of the Company and all its stakeholders, the Company has filed a verified complaint in the Oakland County Circuit Court in Michigan seeking declaratory relief and a temporary restraining order, enjoining Mr. Chioini from certain actions with respect to the Company, including holding himself out as Chief Executive Officer.”
Rockwell Medical Stock Trading Halted by Nasdaq
As of, May 23, 2018, trading in the Company’s shares has been halted, until Rockwell satisfies Nasdaq’s request for additional information.
Rockwell Medical Shareholders and Investors
If you purchased Rockwell Medical securities and would like to learn more about Kehoe Law Firm’s securities investigation or your rights as an investor, please contact John Kehoe, Esq., (215) 792-6676, Ext. 801, [email protected], complete the form above on the right or e-mail [email protected].