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
Date of Report (Date of earliest event reported): June 13, 2016
ACUCELA INC.
(Exact name of registrant as specified in its charter)
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Washington (State or other jurisdiction of incorporation) | 000-55133 (Commission File Number) | 02-0592619 (IRS Employer Identification No.) |
1301 Second Avenue, Suite 4200
Seattle, Washington 98101
(Address of principal executive offices, including zip code)
(206) 805-8300
(Registrant’s telephone number, including area code)
(Former name or former address, if changed since last report)
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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 (see General Instruction A.2. below):
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| x | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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| o | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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| o | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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| o | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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On June 13, 2016, Acucela Inc. (the “Company”) issued a press release announcing the termination of the co-development and commercialization agreement relating to emixustat hydrochloride and the development and collaboration agreement relating to OPA-6566 with Otsuka Pharmaceutical Co., Ltd. The Company also announced the postponement of the Company’s annual meeting of shareholders and will announce a new record date and the schedule for its annual meeting of shareholders as soon as practicable following a determination by its board of directors. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
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| Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits. | | |
| Exhibit Number | | Description |
| 99.1 | | Press release dated June 13, 2016. |
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.
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| ACUCELA INC. | | |
| Date: June 13, 2016 | |
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| | By: | /s/ John E. Gebhart |
| | | John E. Gebhart |
| | | Chief Financial Officer |
EXHIBIT INDEX
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| Exhibit Number | | Description |
| 99.1 | | Press release dated June 13, 2016. |
