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 16, 2012
BioCryst Pharmaceuticals, Inc.
(Exact name of registrant as specified in its charter)
| Delaware | 000-23186 | 62-1413174 | ||
| (State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
4505 Emperor Blvd., Suite 200, Durham, North Carolina 27703
(Address of Principal Executive Offices) (Zip Code)
(Registrant’s telephone number, including area code): (919) 859-1302
(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 Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On January 16, 2012, the Board of Directors of BioCryst Pharmaceuticals, Inc. (the “Company”) elected Nancy J. Hutson, Ph.D., to the Company’s Board of Directors effective January 20, 2012. The Company issued a news release reporting this matter on January 19, 2012, and a copy of the news release is furnished as Exhibit 99.1 hereto and is incorporated herein by reference.
The Company’s Board of Directors has not yet appointed Ms. Hutson to serve on any of its committees.
Pursuant to the Company’s Stock Incentive Plan, Ms. Hutson will receive an automatic grant of 8,333 stock options upon joining the Board of Directors, and will be entitled to a grant of 15,000 stock options after each annual stockholders’ meeting. Ms. Hutson will receive compensation consistent with the Company’s director compensation policy as described in the Company’s proxy statement for its 2011 annual meeting of stockholders.
| Item 7.01 | Regulation FD Disclosure |
The information furnished on Exhibit 99.1 is incorporated by reference under this Item 7.01 as if fully set forth herein.
The information furnished is not deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, is not subject to the liabilities of that section and is not deemed incorporated by reference in any filing under the Securities Act of 1933, as amended.
| Item 9.01 | Financial Statements and Exhibits. |
| (d) | Exhibits |
| Exhibit |
Description | |
| 99.1 | Press release dated January 19, 2012 entitled “Nancy Hutson Appointed to BioCryst’s Board of Directors” | |
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 thereunto duly authorized.
| BioCryst Pharmaceuticals, Inc. | ||||
| By: | /s/ Alane Barnes | |||
| Name: | Alane Barnes | |||
| Title: | General Counsel, Corporate Secretary | |||
Date: January 20, 2012
INDEX TO EXHIBITS
| Exhibit |
Description | |
| 99.1 | Press release dated January 19, 2012 entitled “Nancy Hutson Appointed to BioCryst’s Board of Directors” | |
Exhibit 99.1
NANCY HUTSON APPOINTED TO BIOCRYST’S BOARD OF DIRECTORS
Research Triangle Park, North Carolina – January 19, 2012 – BioCryst Pharmaceuticals, Inc., (NASDAQ:BCRX) today announced that Nancy J. Hutson, Ph.D. was elected to the Company’s Board of Directors, effective Friday, January 20, 2012.
“We are excited to bring Nancy onboard and welcome her to the BioCryst team. The organization will benefit from her vast experience in basic research and early development as well as her general knowledge of the pharmaceutical industry. We look forward to her many contributions,” said Zola P. Horovitz, Ph.D., Chairman of the Board of BioCryst.
Dr. Hutson brings over 30 years of experience as a seasoned professional and leader within the pharmaceutical industry. She retired from Pfizer, Inc. in 2006 after spending 25 years in several research and leadership positions, most recently serving as Senior Vice President of Global Research & Development (R&D) as well as Director of Pfizer’s pharmaceutical R&D site, Groton/New London Laboratories. Dr. Hutson received a Bachelor of Arts degree from Illinois Wesleyan University and a Ph.D. in physiology from Vanderbilt University.
Dr. Hutson currently serves on the board of directors for Cubist Pharmaceuticals, Inc. and Endo Pharmaceuticals Holdings, Inc. In addition, she is an active member on the board of directors for Planned Parenthood of Connecticut. Dr. Hutson is also involved in several professional societies, including but not limited to, the American Association for the Advancement of Science and the American Physiological Society.
About BioCryst Pharmaceuticals
BioCryst Pharmaceuticals designs, optimizes and develops novel small-molecule pharmaceuticals that block key enzymes involved in infectious diseases, inflammatory diseases and cancer. BioCryst currently has three novel late-stage compounds in development: peramivir, a neuraminidase inhibitor for the treatment of influenza, BCX4208, a purine nucleoside phosphorylase (PNP) inhibitor for the treatment of gout, and forodesine, an orally-available PNP inhibitor for cancer, which is being developed by Mundipharma under a global license agreement. Utilizing crystallography and structure-based drug design, BioCryst continues to discover additional compounds and to progress others through pre-clinical and early development to address the unmet medical needs of patients and physicians. For more information, please visit the Company’s website at www.BioCryst.com.
This press release contains forward-looking statements, including statements regarding future results and achievements. These statements involve known and unknown risks, uncertainties and other factors which may cause our actual results, performance or achievements to be materially different from any future results, performances or achievements expressed or implied by the
forward-looking statements. Please refer to the documents BioCryst files periodically with the SEC and located at http://investor.shareholder.com/biocryst/sec.cfm.
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BCRXW
| CONTACT: | Robert Bennett, BioCryst Pharmaceuticals, +1-919-859-7910 (investors) | |
| Catherine Collier Kyroulis, WCG, +1-212-301-7174 (media) |