UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM8-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 4, 2018
DECIPHERA PHARMACEUTICALS, INC.
(Exact name of registrant as specified in its charter)
| | | | |
| Delaware | | 001-38219 | | 30-1003521 |
(State or other jurisdiction of Incorporation) | | (Commission
File Number) | | (IRS Employer Identification Number) |
| | |
500 Totten Pond Road Waltham, MA | | 02451 |
| (Address of registrant’s principal executive office) | | (Zip code) |
(781) 209-6400
(Registrant’s telephone number, including area code)
N/A
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 203.425) |
| ☐ | Soliciting material pursuant to Rule14a-12 under the Exchange Act (17 CFR240.14a-12) |
| ☐ | Pre-commencement communications pursuant to Rule14d-2(b) under the Exchange Act (17 CFR240.14d-2(b)) |
| ☐ | Pre-commencement communications pursuant to Rule13e-4(c) under the Exchange Act (17 CFR240.13e-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 or Rule12b-2 of the Securities Exchange Act of 1934.
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 8.01. Other Events.
Commencement of Underwritten Public Offering
On June 4, 2018, Deciphera Pharmaceuticals, Inc. (the “Company”) issued a press release announcing the commencement of an underwritten public offering of common stock of the Company, par value $0.01 per share, pursuant to a registration statement onForm S-1 (the “Registration Statement”) filed by the Company with the Securities and Exchange Commission, or the SEC, on June 4, 2018. The Company intends to offer and sell 3,750,000 shares of its common stock. In addition, the Company also announced its intention to grant the underwriters a30-day option to purchase up to an additional 562,500 shares of its common stock. A copy of the press release is attached hereto as Exhibit 99.1 and incorporated herein by reference.
This Current Report onForm 8-K, including the exhibits hereto, shall not constitute an offer to sell or the solicitation of an offer to buy any securities of the Company, which is being made only by means of a written prospectus meeting the requirements of Section 10 of the Securities Act of 1933, as amended, nor shall there be any sale of the Company’s securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of such jurisdiction.
Business Updates
The Company is providing certain business updates in connection with the offering described above in the materials attached as Exhibit 99.2 to this Current Report onForm 8-K and incorporated by reference herein.
Item 9.01. Financial Statements and 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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| | | | DECIPHERA PHARMACEUTICALS, INC. |
| | | |
| Date: June 4, 2018 | | | | By: | | /s/ Michael D. Taylor |
| | | | | | | | Michael D. Taylor President and Chief Executive Officer |
