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
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| Date of Report (Date of Earliest Event Reported): | | November 11, 2005 |
Avanir Pharmaceuticals
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(Exact name of registrant as specified in its charter)
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| California | 001-15803 | 33-0314804 |
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(State or other jurisdiction | _____________
(Commission | ______________
(I.R.S. Employer |
| of incorporation) | File Number) | Identification No.) |
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| 11388 Sorrento Valley Road, San Diego, California | | 92121 |
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(Address of principal executive offices) | | ___________
(Zip Code) |
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| Registrant’s telephone number, including area code: | | 858-622-5200 |
Not Applicable
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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:
[ ] 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))
Item 5.02 Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers.
Effective November 11, 2005, Kenneth E. Olson, a Class III Director, resigned from the Board of Directors of Avanir Pharmaceuticals (the "Company"). Mr. Olson was a member of the Audit Committee, Corporate Governance and Executive Committees of the Board of Directors at the time of his resignation.
Concurrently with Mr. Olson's resignation, Scott M. Whitcup, M.D. was elected to the Company's Board of Directors to fill Mr. Olson's vacancy. Dr. Whitcup's current term will continue until the Company's 2007 annual meeting of shareholders.
There are no family relationships between Dr. Whitcup and any director or executive officer of the Company or any of its subsidiaries, nor has Dr. Whitcup or any member of his immediate family engaged in any related-party transaction with the Company since the beginning of the Company's last fiscal year.
On November 14, 2005, the Company issued a press release announcing the appointment of Dr. Whitcup. A copy of this press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
Exhibit Description
99.1 Press release, dated November 14, 2005.
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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| | | Avanir Pharmaceuticals |
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| November 15, 2005 | | By: | | Gregory P. Hanson, CMA
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| | | | | Name: Gregory P. Hanson, CMA |
| | | | | Title: VP, Finance and CFO |
Exhibit Index
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| Exhibit No. | | Description |
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99.1 | | Press release, dated November 14, 2005. |
