Flexion Therapeutics, Inc. (NASDAQ:FLXN) Files An 8-K Termination of a Material Definitive AgreementItem 1.02
On September8, 2017, Flexion Therapeutics, Inc., or the Company, sent a notice of termination to AstraZeneca AB regarding an Out-License Agreement between the parties, dated as of June12, 2009, related to the Company’s FX005 sustained-release p38 MAP, or mitogen-activated protein, kinase inhibitor development program. to the terms of the Out-License Agreement, the termination will be effective three months after the Company’s delivery of the notice. As previously disclosed, the Company has discontinued internal development of FX005. Upon termination of the Out-License Agreement, Flexion’s license rights pertaining to FX005 will revert to AstraZeneca and Flexion’s milestone, royalty and patent maintenance obligations under the agreement will cease.
| Item 1.02 | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
On September11, 2017, the Company’s compensation committee, or the Compensation Committee, approved an amendment to the Company’s 2013 equity incentive plan, as amended, or 2013 EIP, to reserve an additional 1,500,000 of the Company’s common stock to be used exclusively for grants of awards to individuals who were not previously employees or non-employee directors of the Company (or following a bona fide period of non-employment with the Company), as an inducement material to the individual’s entry into employment with the Company within the meaning of Rule 5635(c)(4) of the NASDAQ Listing Rules, or Rule 5635(c)(4). The 2013 EIP was amended by the Compensation Committee without stockholder approval to Rule 5635(c)(4).
A complete copy of the 2013 EIP, as amended, is filed herewith as Exhibit99.1. The above summary of the amendment to the 2013 EIP does not purport to be complete and is qualified in its entirety by reference to such exhibit.
| Item 1.02 | Financial Statements and Exhibits. |
(d) Exhibits
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Exhibit No. |
Description |
| 99.1 | Flexion Therapeutics, Inc. 2013 Equity Incentive Plan, as amended, and Forms of Stock Option Agreement, Notice of Exercise and Stock Option Grant Notice thereunder. |
Flexion Therapeutics Inc ExhibitEX-99.1 2 d450499dex991.htm EX-99.1 EX-99.1 Exhibit 99.1 FLEXION THERAPEUTICS,…To view the full exhibit click here
About Flexion Therapeutics, Inc. (NASDAQ:FLXN)
Flexion Therapeutics, Inc. is a United States-based specialty pharmaceutical company. The Company is focused on the development and commercialization of local therapies for the treatment of patients with musculoskeletal conditions, beginning with osteoarthritis (OA), a type of degenerative arthritis. The Company’s lead product candidate, Zilretta, is a late-stage, injectable, extended-release, intra-articular (IA) investigational steroid. The Company is developing Zilretta as a treatment for patients with moderate to severe OA knee pain. The Company has specifically designed Zilretta to combine a steroid, triamcinolone acetonide (TCA) with poly lactic-co-glycolic acid (PLGA), for providing sustained therapeutic concentrations in the joint and persistent analgesic effect. The Company’s other product candidates include FX007 for post-operative pain and FX005 for the treatment of end-stage OA patients. The Company is engaged in conducting a Phase IIb clinical trial of Zilretta.