PERNIX THERAPEUTICS HOLDINGS, INC. (NASDAQ:PTX) 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 November 21, 2016, the Board of Directors (the Board) of
Pernix Therapeutics Holdings, Inc. (the Company) increased the
size of the Board from five to six members and, upon the
recommendation of the Nominating Committee of the Board,
appointed Gabriel Leung to fill the newly-created vacancy on the
Board, effective immediately. The Board also appointed Mr. Leung
to the Audit, Compensation and Nominating Committees of the
Board, effective immediately.
In connection with his appointment to the Board, Mr. Leung and
the Company entered into an offer letter, dated November 16, 2016
(the Offer Letter). to the Offer Letter, Mr. Leung is entitled to
the same compensation and benefits made available to other
non-employee directors of the Company and will also receive the
same compensation provided to members of the Board’s Audit,
Compensation and Nominating Committees. As a non-employee
director, Mr. Leung also received an initial option grant for
4,000 shares of the Company’s common stock (Common Stock) with
an exercise price equal to the closing price of the Common Stock
as reported on The NASDAQ Stock Market LLC the day immediately
preceding the date of the grant. This initial option grant will
vest over a four-year period, with 25% vesting on each year of
the anniversary of the date of the grant.
The foregoing description of the Offer Letter is not complete and
is qualified in its entirety by reference to the Offer Letter,
which is attached hereto as Exhibit 10.1, and is incorporated
herein by reference.
There is no arrangement or understanding between Mr. Leung and
any other person to which Mr. Leung was elected as director of
the Company. There are no relationships or transactions in which
Mr. Leung has or will have an interest, or was or is a party,
requiring disclosure under Item 404(a) of Regulation S-K.
On November 22, 2016, the Company issued a press release
announcing the appointment of Mr. Leung to the Board. A copy of
such press release relating to these appointments is attached
hereto as Exhibit 99.1.
Item 9.01 Financial Statements and Exhibits.
The following exhibits are filed herewith:
Offer Letter, dated November 16, 2016, by and between
Press release by Pernix Therapeutics Holdings, Inc. dated
About PERNIX THERAPEUTICS HOLDINGS, INC. (NASDAQ:PTX)
Pernix Therapeutics Holdings, Inc. is a specialty pharmaceutical company. The Company focuses on identifying, developing and commercializing differentiated products that address unmet medical needs. It focuses on underserved therapeutic areas, such as central nervous system (CNS), including neurology and psychiatry, as well as other specialty therapeutic areas. Its products include Treximet, indicated for acute migraine; Zohydro ER with BeadTek, an extended-release opioid agonist indicated for the management of pain severe; Silenor for the treatment of insomnia characterized by difficulty with sleep maintenance, and Khedezla for major depressive disorder. It promotes selected non-core branded products, such as its cough and cold products, through co-promotion arrangements with third-party sales organizations, and distributes its generic products through its subsidiaries, Macoven Pharmaceuticals, LLC (Macoven) and Cypress Pharmaceuticals, Inc. PERNIX THERAPEUTICS HOLDINGS, INC. (NASDAQ:PTX) Recent Trading Information
PERNIX THERAPEUTICS HOLDINGS, INC. (NASDAQ:PTX) closed its last trading session up +0.02 at 3.52 with 235,595 shares trading hands.