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Insys Therapeutics, Inc. (NASDAQ:INSY) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

Insys Therapeutics, Inc. (NASDAQ:INSY) 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.

On May 2, 2017, the Board of Directors (the Board) of Insys
Therapeutics, Inc. (the Company) appointed Rohit Vishnoi,
effective immediately, to serve as members of the Board. Mr.
Vishnoi was appointed as a Class II director, with an initial
term expiring at the Companys 2018 annual meeting of
stockholders. To accommodate this appointment of a new director,
the Board increased the size of the Board from seven directors to
eight directors. Effective May 2, 2017, the Board also appointed
Mr. Vishnoi as a member of the Science and Research and
Development Committee and Nominating and Corporate Governance
Committee of the Board.

Mr. Vishnoi will receive cash compensation, on a pro-rated basis,
for his Board service (including each identified committee) as
follows: (i) $50,000 as an annual board retainer, (ii) $8,000 for
his service as a member of the Science and Research and
Development Committee of the Board, and (iii) $5,000 for his
service as a member of the Nominating and Corporate Governance
Committee of the Board. Mr. Vishnoi also received an initial
equity grant in connection with his Board service as follows: (i)
24,000 stock options and (ii) 6,000 restricted stock units. Such
equity award is subject to such other terms and conditions as set
forth in the applicable equity plan and any relevant grant
agreement accompanying such grant. The Company expects to enter
into the Companys standard director indemnification agreement
with Mr. Vishnoi.

Item 5.07 Submission of Matters to a Vote of Security Holders.

(a)

The Company held its Annual Meeting of Shareholders on
Tuesday, May 2, 2017. In connection with the meeting
57,370,326 shares were represented in person or by proxy,
or 79.55% of the total shares outstanding.

(b)

The results of stockholder voting on the proposals
presented were as follows:

MANAGEMENT PROPOSALS:

Proposal 1- Stockholders elected the two (2) director nominees
named in the Companys annual meeting proxy statement:

Name

Votes For

Votes Withheld

Abstentions

Broker Non-Votes

Steven Meyer

57,107,393

262,933

Brian Tambi

57,096,633

273,693

Proposal 2 – Stockholders ratified the appointment of BDO USA,
LLP as the Companys independent registered public accounting firm
for the fiscal year ending December 31, 2017:

Votes For

Votes Against

Abstentions

Broker Non-Votes

57,222,306

135,204

12,816

99.74%

0.24%

0.02%

0.00%

Item 9.01

Financial Statements and Exhibits.

(d) Exhibits.

Exhibit

No.

Description

99.1

Press Release dated May 4, 2017 Announcing Appointment of
Rohit Vishnoi to Board of Directors

About Insys Therapeutics, Inc. (NASDAQ:INSY)
Insys Therapeutics, Inc. is a commercial-stage specialty pharmaceutical company. The Company develops and commercializes supportive care products. The Company’s product Subsys, is a sublingual fentanyl spray for breakthrough cancer pain (BTCP) in opioid-tolerant patients and a single-use product that delivers fentanyl, an opioid analgesic, for transmucosal absorption underneath the tongue. The Company markets Subsys through its field sales force focused on supportive care physicians in the United States. Subsys delivers a liquid fentanyl formulation in approximately 100, 200, 400, 600, 800, 1,200 and 1,600 micrograms (mcg) dosages. The Company’s lead dronabinol product candidate is Syndros, which is under review for approval at the Food and Drug Administration. In addition, the Company is evaluating sublingual spray, inhaled and intravenous formulations of dronabinol in preclinical studies. Insys Therapeutics, Inc. (NASDAQ:INSY) Recent Trading Information
Insys Therapeutics, Inc. (NASDAQ:INSY) closed its last trading session down -0.17 at 10.68 with 347,062 shares trading hands.

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