UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
September 13, 2004
(Date of Report)
POZEN Inc.
(Exact name of registrant as specified in its charter)
| Delaware | 000-31719 | 62-1657552 | ||
(State or other jurisdiction of Incorporation) | (Commission File Number) | (I.R.S. Employer Identification No.) |
1414 Raleigh Road
Suite 400
Chapel Hill, North Carolina 27517
(Address of principal executive offices) (Zip Code)
(919) 913-1030
(Registrant’s telephone number, including area code)
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:
| ¨ | 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)) |
Item 8.01. Other Events.
On September 13, 2004, two derivative actions were filed against certain of POZEN’s current and former directors and officers in the Superior Court for the County of Orange in the state of North Carolina. These actions allege violations of state law, including breaches of fiduciary duties and insider sales, relating to the same allegedly misleading statements concerning POZEN’s migraine drugs MT 100 and MT 300 that are referenced in the various purported class action complaints that have been filed against POZEN and certain of its current and former officers. The Company and the other defendants believe that the allegations in the complaints are without merit and intend to defend these cases vigorously.
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.
| POZEN Inc. | ||
By: | /s/ JOHN R. PLACHETKA | |
John R. Plachetka | ||
President and Chief Executive Officer | ||
Date: September 17, 2004
