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): January 9, 2023
United Therapeutics Corporation
(Exact Name of Registrant as Specified in its Charter)
| Delaware | | 000-26301 | | 52-1984749 |
| (State or Other | | (Commission | | (I.R.S. Employer |
| Jurisdiction of | | File Number) | | Identification Number) |
| Incorporation) | | | | |
| 1040 Spring Street | | |
| Silver Spring, MD | | 20910 |
| (Address of Principal Executive Offices) | | (Zip Code) |
Registrant’s telephone number, including area code: (301) 608-9292
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))
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | | Trading symbol(s) | | Name of each exchange on which
registered |
| Common Stock, par value $0.01 per share | | UTHR | | Nasdaq Global Select Market |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ¨
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨
| Item 7.01. | Regulation FD Disclosure. |
On January 9, 2023, United Therapeutics Corporation intends to provide an overview and update on the company’s business during a presentation and Q&A session at the 41st annual J.P. Morgan Healthcare Conference in San Francisco. The presentation will include the slides furnished as Exhibit 99.1 hereto and incorporated herein by reference. These slides will also be posted to the United Therapeutics website at ir.unither.com/events-and-presentations.
As previously announced, the presentation will take place on January 9, 2023, from 1:30 p.m. to 2:10 p.m., Pacific Standard Time, and can be accessed via a live webcast on the United Therapeutics website at https://ir.unither.com/events-and-presentations. An archived, recorded version of the session will be available approximately 24 hours after the session ends and can be accessed at the same location for 30 days.
The information in this Item 7.01 and the related Item 9.01, including Exhibit 99.1 and Exhibit 99.2 attached hereto, are being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act as amended, regardless of any general incorporation language in such filing.
SIGNATURE
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.
| | UNITED THERAPEUTICS CORPORATION |
| | | |
| Dated: January 9, 2023 | By: | /s/ Paul A. Mahon |
| | Name: | Paul A. Mahon |
| | Title: | General Counsel |
