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): June 22, 2020
RADIUS HEALTH, INC.
(Exact name of registrant as specified in its charter)
| | | | |
Delaware | | 001-35726 | | 80-0145732 |
(State or other jurisdiction of incorporation) | | (Commission File Number) | | (IRS Employer Identification No.) |
| | |
950 Winter Street, Waltham, MA | | 02451 |
(Address of principal executive offices) | | (Zip Code) |
(617) 551-4000
(Registrant’s telephone number, including area code)
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 (see General Instructions A.2. below):
| ☐ | 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, $0.0001 par value per share | | RDUS | | The Nasdaq Global 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 5.02 | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
Effective June 22, 2020, Joseph Kelly will no longer serve as Senior Vice President of Sales and Marketing of Radius Health, Inc, (the “Company”). The Company expects that Mr. Kelly’s last day of employment with the Company will be July 6, 2020. The Company thanks Mr. Kelly for his contributions to the Company since joining in 2017. In connection with his departure, Mr. Kelly is entitled to receive a lump sum severance payment in an amount equal to nine months of his base salary plus a lump sum payment equal to the COBRA premiums necessary to continue his and his dependents’ health insurance coverage for a period of nine months, in exchange for executing and delivering to the Company a General Release of Claims, substantially in the form included as an exhibit to the form of Executive Severance Agreement filed with the Securities and Exchange Commission on March 1, 2018. The foregoing description of the terms and conditions of Mr. Kelly’s separation is only a summary and is qualified in its entirety by the full text of such form of Executive Severance Agreement.
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.
| | | | | | |
| | | | RADIUS HEALTH, INC. |
| | | | | | | |
Date: June 22, 2020 | | | | By: | | /s/ Kelly Martin |
| | | | Name: | | Kelly Martin |
| | | | Title: | | President and Chief Executive Officer |
