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): August 1, 2011
EPOCRATES, INC.
(Exact name of registrant as specified in its charter)
Delaware |
| 001-35062 |
| 94-3326769 |
(State or other jurisdiction |
| (Commission File Number) |
| (IRS Employer Identification No.) |
of incorporation) |
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|
|
1100 Park Place, Suite 300 San Mateo, California |
| 94403 |
(Address of principal executive offices) |
| (Zip Code) |
Registrant’s telephone number, including area code: (650) 227-1700
Not Applicable
(Former name or former address, if changed since last report.)
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-12 under the Exchange Act (17 CFR 240.14a-12)
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 Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On August 1, 2011, John E. Voris resigned from the Board of Directors (the “Board”) of Epocrates, Inc., effective August 4, 2011.
On August 4, 2011, the Board of Epocrates, upon the recommendation of the Corporate Governance and Nominating Committee, elected Gary Greenfield to the Board, effective immediately.
Mr. Greenfield will serve until Epocrates’ 2012 annual meeting of stockholders. Mr. Greenfield was appointed as a member of the Audit Committee of the Board. As a member of the Board and the Audit Committee, Mr. Greenfield will receive compensation for his service as set forth in Epocrates’ Director Compensation Policy, as described under the caption “Non-Employee Director Compensation” on page 53 of Epocrates’ proxy statement filed with the Securities and Exchange Commission on April 1, 2011. Epocrates intends to enter into its standard form of indemnity agreement with Mr. Greenfield.
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.
| EPOCRATES, INC. | |
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Dated: August 5, 2011 |
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| By: | /s/ Matthew Kaminer |
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| Matthew Kaminer |
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| General Counsel and Secretary |