Current Report Filing (8-k)
16 1월 2019 - 10:32PM
Edgar (US Regulatory)
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): January 14, 2019
ZOSANO PHARMA CORPORATION
(Exact name of registrant as specified in its charter)
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Delaware
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001-36570
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45-4488360
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(State or other jurisdiction
of incorporation)
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(Commission
File Number)
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(I.R.S. Employer
Identification No.)
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34790 Ardentech Court
Fremont, CA 94555
(Address of principal executive offices) (Zip Code)
(510) 745-1200
Registrants telephone number, including area code
Not applicable
(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 (
see
General Instruction A.2. below):
☐
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Written communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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☐
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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 communication
pursuant to
Rule 14d-2(b) under
the Exchange Act (17
CFR 240.14d-2(b))
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☐
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Pre-commencement communication
pursuant to
Rule 13e-4(c) under
the Exchange Act (17
CFR 240.13e-4(c))
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933
(17 CFR §230.405) or
Rule 12b-2 of
the Securities Exchange Act of 1934 (17
CFR §240.12b-2).
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
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Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers;
Compensatory Arrangements of Certain Officers.
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On January 14, 2019, the Board of Directors of Zosano Pharma Corporation (the
Company) appointed Linda Grais M.D., J.D., effective immediately, to serve as a member of the Board. Dr. Grais was appointed as a Class I director, with an initial term expiring at the Companys 2021 annual meeting of
stockholders.
Dr. Grais will receive annual cash compensation of $45,000 for her service as a member of the Board of Directors.
The Company also granted Dr. Grais an option to purchase 25,000 shares of its common stock at an exercise price of $2.56 per share, which was the closing
price of the Companys common stock on the Nasdaq Capital Market on the date of grant. The stock option was granted pursuant to the Companys Amended and Restated 2014 Equity and Incentive Plan, as amended, and vests with respect to 25% of
the shares underlying the option on the one year anniversary of the date of grant. The remaining shares underlying the option will vest in equal monthly installments over the following three years, so that the option will be fully vested and
exercisable on the fourth anniversary of the date of grant.
Dr. Grais will also have the benefit of the Companys standard form of
indemnification agreement.
SIGNATURE
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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ZOSANO PHARMA CORPORATION
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Dated: January 16, 2019
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By:
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/s/ Gregory Kitchener
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Name: Gregory Kitchener
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Title: Chief Financial Officer
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Zosano Pharma (NASDAQ:ZSAN)
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