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) November 23, 2009
Poniard Pharmaceuticals, Inc.
(Exact Name of Registrant as Specified in Charter)
Washington | | 0-16614 | | 91-1261311 |
(State or Other Jurisdiction
of Incorporation) | | (Commission File No.) | | (IRS Employer
Identification No.) |
7000 Shoreline Court, Suite 270, South San Francisco, California | | 94080 |
(Address of principal executive offices) | | (Zip Code) |
(650) 583-3774
(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:
o Written communication 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))
Section 8 — Other Events
Item 8.01. Other Events.
On November 23, 2009, the Company issued a press release announcing the sale of 3,465,878 of its common shares to Azimuth Opportunity Ltd. for gross proceeds of approximately $7.4 million, or approximately $2.15 per share, under its existing committed equity financing facility with Azimuth. The common stock was sold by the Company pursuant to a registration statement previously filed and declared effective by the Securities and Exchange Commission.
The full text of the press release is attached hereto as Exhibit 99.1 and incorporated herein by reference, specifically including the cautionary note regarding forward-looking statements contained in the press release.
Section 9 — Financial Statements and Exhibits
Item 9.01. | | Financial Statements and Exhibits. |
| | |
(d) | | Exhibits. |
| | |
| | 99.1 — Press release dated November 23, 2009 |
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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.
| Poniard Pharmaceuticals, Inc. |
| |
Dated: December 1, 2009 | By: | /s/ Gregory L. Weaver |
| | Name: Gregory L. Weaver |
| | Title: Chief Financial Officer |
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EXHIBIT INDEX
Exhibit No. | | Description |
99.1 | | Press Release dated November 23, 2009 |
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