ACELRX PHARMACEUTICALS, INC. (NASDAQ:ACRX) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
Item 5.02

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

Performance-Based Stock Option Awards

On April 7, 2018, the Board of Directors (the “Board”) of AcelRx Pharmaceuticals, Inc. (the “Company”), based upon the recommendation of the Compensation Committee of the Board, granted under the Company’s 2011 Equity Incentive Plan (the “Plan”) a new type of performance-based stock option award to its employees, including the Company’s named executive officers. An aggregate of approximately 917,543shares subject to these performance-based stock options were awarded to the Company’s employees, including the following amounts for the following named executive officers:

Vesting of the performance-based stock options is as follows: 50% of the stock option award becomes vested and exercisable upon the Company’s achievement of commercial approval by the U.S. Food and Drug Administration (“FDA”) of its New Drug Application (“NDA”) for DSUVIA^™ on or before February 15, 2019; and the remaining 50% of the award shall vest on the one-year anniversary of the date of such FDA approval, in all cases subject to continuous service to the Company. If FDA approval does not occur prior to February 15, 2019, the performance-based options shall expire unexercised. All of the performance-based options were granted with an exercise price of $2.23, the closing sales price as reported on the Nasdaq Global Market on April 9, 2018. The other terms of the performance-based option are substantially similar to the Board-approved form of option agreement used for time-based option grants under the Plan.

The summary description of the performance-based stock option is qualified in its entirety to the form of Performance-Based Stock Option Award that was approved by the Board on April 7, 2018, a copy of which will be filed with the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2018 and which is incorporated by reference herein.

About ACELRX PHARMACEUTICALS, INC. (NASDAQ:ACRX)

AcelRx Pharmaceuticals, Inc. is a pharmaceutical company focused on the development and commercialization of therapies for the treatment of moderate-to-severe acute pain. The Company operates through the segment, which includes development and commercialization of product candidates for the treatment of pain. Its lead product candidates include ARX-04, Zalviso, which utilize sublingual sufentanil, delivered through a non-invasive route of administration, and ARX-03. ARX-04 is meant for the treatment of moderate-to-severe acute pain to be administered by a healthcare professional to a patient in medically supervised settings. Zalviso is meant for the management of moderate-to-severe acute pain in hospitalized adult patients. ARX-03 provides mild sedation, anxiety reduction and pain relief for patients undergoing painful procedures in a physician’s office. It also includes ARX-02, which is meant for the treatment of patients who suffer from breakthrough pain (BTP) due to cancer.