8-K: Regenerex Pharma Sues Former CFO for Fraud
Litigation Update / Current Report
Regenerex Pharma, Inc. has filed a lawsuit against its former Chief Financial Officer, Kenneth W. Perry, alleging fraud, embezzlement, and destruction of financial records.
Summary
- Regenerex Pharma, Inc. has initiated legal proceedings against its former Chief Financial Officer, Kenneth W. Perry.
- The lawsuit, filed in Smith County Chancery Court, alleges that Mr. Perry engaged in a scheme to defraud the company.
- Key allegations include unauthorized payroll overpayments, destruction and manipulation of financial records, self-dealing in a contract with a company he owned, and unauthorized issuance of company stock.
- The company claims these actions led to significant financial losses, impaired its ability to file timely financial reports with the SEC, and caused reputational damage.
- Regenerex is seeking recovery of funds, monetary damages, restitution, disgorgement, and injunctive relief.
Sentiment
Score: 2
Explanation: StockSavvy.ai views this filing negatively due to the severe allegations of fraud and financial misconduct by a key executive, which has led to significant operational disruptions and potential financial losses.
Negatives
- Former CFO, Kenneth W. Perry, is accused of intentionally causing himself to receive unauthorized payroll overpayments totaling approximately $55,200.
- Mr. Perry allegedly engaged in self-dealing with Optimize Health Partners, LLC, a company he owned, overcharging Regenerex by approximately $37,285.23 for IT services.
- Mr. Perry is accused of improperly authorizing the issuance of 25,000 shares of Regenerex common stock to a trust without board approval.
- The company alleges Mr. Perry intentionally sabotaged accounting and financial records, deleted payroll records, and impaired the company's ability to conduct its year-end audit and file timely SEC reports.
- Regenerex claims Mr. Perry's actions caused significant damages, including forensic accounting costs, audit delays, legal fees, and reputational harm.
Risks
- The outcome of the litigation against the former CFO is uncertain and subject to judicial determination.
- The company's ability to recover funds and other amounts owed is not guaranteed.
- The lawsuit may lead to further regulatory scrutiny, shareholder claims, and reputational damage.
- Ongoing legal proceedings will likely incur substantial legal and professional fees.
- The company's financial reporting and audit processes were significantly disrupted, potentially leading to further compliance issues.
Future Outlook
The company is pursuing all available legal and equitable remedies to recover funds and obtain relief related to the former CFO's alleged misconduct. The outcome of the litigation remains subject to judicial determination.
Management Comments
- The Company is pursuing all available legal and equitable remedies, including, without limitation, monetary damages, restitution, disgorgement where applicable, injunctive relief, costs, and such other relief as the Court may deem just and proper.
- The allegations contained in the Company's complaint remain subject to judicial determination, and no assurances can be given regarding the outcome of the litigation.
Industry Context
StockSavvy.ai notes that litigation involving former executives, particularly CFOs, can significantly impact investor confidence and operational stability, especially for smaller SEC reporting companies. Such events often lead to delays in financial reporting and increased scrutiny from regulators and investors.
Management Changes
| Role | Previous Person | New Person | Effective Date | Reason |
|---|---|---|---|---|
| Chief Financial Officer | Kenneth W. Perry | Departure and subsequent legal action by the company. |
Legal Proceedings
- Regenerex Pharma, Inc. v. Kenneth W. Perry, Smith County Chancery Court, Case No. 2026-CV-8813. The action seeks recovery of funds and other amounts owed, as well as relief relating to additional matters arising from the Former CFO's conduct.
- Allegations include conversion, fraudulent inducement, intentional misrepresentation, civil theft, breach of fiduciary duty, tortious interference with business relationships, civil extortion, destruction of evidence, negligence, gross negligence, unjust enrichment, and false statements to third parties.
Related Party Transactions
- Regenerex entered into a five-year agreement with Optimize Health Partners, LLC, a company owned and controlled by former CFO Kenneth W. Perry, for IT systems development. Regenerex alleges overcharges totaling approximately $37,285.23 on invoices prepared under Mr. Perry's supervision.
Stakeholder Impact
- Shareholders: Potential loss of value due to financial misconduct, delayed SEC filings, and reputational damage. Impaired investor confidence.
- Creditors/Lenders: Potential disruption to financing activities and increased risk perception.
- Employees: Operational disruption and potential impact on morale due to internal turmoil and legal proceedings.
- Suppliers: Potential impact on payment cycles or business relationships if the company faces financial distress.
Next Steps
- Regenerex Pharma will pursue all available legal and equitable remedies in the lawsuit against Kenneth W. Perry.
- The company will seek recovery of funds, monetary damages, restitution, disgorgement, and injunctive relief.
- The outcome of the litigation will be subject to judicial determination.
Key Dates
| Date | Description |
|---|---|
| March 31, 2025 | Mr. Perry began employment as Chief Financial Officer. |
| June 30, 2025 | Alleged unauthorized issuance of 15,000 shares of common stock. |
| September 23, 2025 | Agreement entered into with Optimize Health Partners, LLC. |
| September 30, 2025 | Alleged unauthorized issuance of an additional 10,000 shares of common stock. |
| November 19, 2025 | Mr. Perry requested cancellation of unauthorized stock certificates. |
| April 4, 2026 | Mr. Perry allegedly transmitted written communications demanding execution of a Separation Agreement. |
| June 5, 2026 | Date of litigation update and filing of the complaint. |
| June 11, 2026 | Date of Form 8-K filing. |
Recommendation
holdThe company is facing significant legal challenges and operational disruptions due to alleged fraud by its former CFO, which has impacted its ability to file required financial reports. While the company is pursuing legal action, the uncertainty and potential financial fallout warrant a cautious 'hold' stance until the litigation is resolved and the company's financial health and reporting capabilities are stabilized.
Keywords
Regenerex Pharma, Kenneth W. Perry, CFO, Lawsuit, Fraud, Embezzlement, Financial Misconduct, SEC Filings
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