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 4, 2017
Diplomat Pharmacy, Inc.
(Exact Name of Registrant as Specified in its Charter)
Michigan |
| 001-36677 |
| 38-2063100 |
4100 S. Saginaw St.
Flint, Michigan 48507
(Address of Principal Executive Offices) (Zip Code)
(888) 720-4450
(Registrant’s Telephone Number, Including Area Code)
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):
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.
Restricted Stock Unit Awards
On April 4, 2017, the Board of Directors of Diplomat Pharmacy, Inc. (the “Company”) approved a form of Restricted Stock Unit Award Agreement (Time-Based) (the “RSU Award Agreement”) for restricted stock units (“RSUs”) to be issued from time to time under the Company’s 2014 Omnibus Incentive Plan. Under the terms of the RSU Award Agreement, the Company may issue the right to receive, upon vesting and the satisfaction of any required tax withholding obligation, shares of common stock, no par value, of the Company (“Common Stock”), which will become vested as set forth in the applicable award on the basis of one share of Common Stock for each RSU, provided that the grantee has remained continuously employed by the Company from the grant date to such vesting date. The Form of RSU Award Agreement (Time-Based) is attached hereto as Exhibit 10.1 and is incorporated herein by reference.
On April 4, 2017, the Company’s Board of Directors approved the issuance of time-based RSU awards to certain employees, including two of the Company’s executive officers in the following amounts: Paul Urick, its President, 7,253 RSUs, and Gary Rice, its Executive Vice President of Operations, 4,587 RSUs.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
No. |
| Description |
10.1 |
| Form of Restricted Stock Unit Award Agreement (Time-Based) |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Diplomat Pharmacy, Inc. | |
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| By: | /s/ Philip R. Hagerman |
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| Philip R. Hagerman |
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| Chairman and Chief Executive Officer |
Date: April 6, 2017