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): April 2, 2018
Insys Therapeutics, Inc.
(Exact name of registrant as specified in its charter)
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Delaware | | 001-35902 | | 51-0327886 |
(State or other jurisdiction of incorporation) | | (Commission File No.) | | (IRS Employer Identification No.) |
1333 S. Spectrum Blvd, Suite 100
Chandler, Arizona 85286
(Address of principal executive offices and zip code)
Registrant’s telephone number, including area code: (602) 910-2617
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.):
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☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
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.
On April 2, 2018, the Board of Directors (the “Board”) of Insys Therapeutics, Inc. (the “Company”) appointed Trudy Vanhove, effective immediately, to serve as a member of the Board. Ms. Vanhove was appointed as a Class III director, with an initial term expiring at the Company’s 2019 annual meeting of stockholders. The Board also appointed Ms. Vanhove as a member of the Science and Research and Development Committee of the Board, effective immediately.
Ms. Vanhove will receive cash compensation for her Board service as follows: (i) $50,000 as an annual board retainer, and (ii) $8,000 for her service as a member of the Science and Research and Development Committee of the Board. Ms. Vanhove shall also receive an initial equity grant in connection with her Board service as follows: (i) 24,000 stock options and (ii) 6,000 restricted stock units. Such equity award is subject to such other terms and conditions as set forth in the applicable equity plan and any relevant grant agreement accompanying such grant. The Company also expects to enter into the Company’s standard director indemnification agreement with Ms. Vanhove.
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Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits.
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.
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Date: April 2, 2018 | | | | Insys Therapeutics, Inc. |
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| | | | By: | | /s/ Andrew G. Long |
| | | | | | Andrew G. Long |
| | | | | | Chief Financial Officer |