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 29, 2005 

 

AXONYX INC.

(Exact name of Registrant as Specified in its Charter)

 

 

 

 

 

Nevada

000-25571

86-0883978

(State or Other Jurisdiction

(Commission file Number)

(IRS Employer

of Incorporation)

 

Identification No.)

 

 

 

 

 

 

500 Seventh Avenue, 10thFloor, New York, New York 10018

(Address of Principal Executive Offices) (Zip Code)

 

 

Registrant’s telephone number, including area code (212) 645-7704

 

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:

 

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

o Soliciting material pursuant to Rule 14a-2 under the Exchange Act (17 CFR 240.14a-2)

 

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 


 

 

Item 5.02 Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers.

 

1.

On April 29, 2005, Michael A. Griffith resigned as a director of Axonyx Inc. A press release relating to Mr. Griffith’s resignation is attached as Exhibit 99.1 hereto.

 

2.

On May 5, 2005, the Board of Directors of Axonyx Inc. elected Steven B. Ratoff as a director. A press release relating to Mr. Ratoff’s election is attached as Exhibit 99.1 hereto.

 

 

Item 9.01 Financial Statements and Exhibits.

 

Exhibits

 

99.1

Press release of Axonyx Inc., dated May 5, 2005.

 

 


 

 

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 on this 5th day of May, 2005.

 

AXONYX INC.

 

 

By:

/s/ S. COLIN NEILL

Name: S. Colin Neill

Title: Chief Financial Officer