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): August 1, 2011

 

EPOCRATES, INC.

(Exact name of registrant as specified in its charter)

 

Delaware

 

001-35062

 

94-3326769

(State or other jurisdiction

 

(Commission File Number)

 

(IRS Employer Identification No.)

of incorporation)

 

 

 

 

 

1100 Park Place, Suite 300

San Mateo, California

 

94403

(Address of principal executive offices)

 

(Zip Code)

 

Registrant’s telephone number, including area code: (650) 227-1700

 

Not Applicable

(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:

 

o    Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

o    Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

o    Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

o    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 August 1, 2011, John E. Voris resigned from the Board of Directors (the “Board”) of Epocrates, Inc., effective August 4, 2011.

 

On August 4, 2011, the Board of Epocrates, upon the recommendation of the Corporate Governance and Nominating Committee, elected Gary Greenfield to the Board, effective immediately.

 

Mr. Greenfield will serve until Epocrates’ 2012 annual meeting of stockholders.  Mr. Greenfield was appointed as a member of the Audit Committee of the Board.  As a member of the Board and the Audit Committee, Mr. Greenfield will receive compensation for his service as set forth in Epocrates’ Director Compensation Policy, as described under the caption “Non-Employee Director Compensation” on page 53 of Epocrates’ proxy statement filed with the Securities and Exchange Commission on April 1, 2011.  Epocrates intends to enter into its standard form of indemnity agreement with Mr. Greenfield.

 

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SIGNATURES

 

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 hereunto duly authorized.

 

 

 

EPOCRATES, INC.

 

 

Dated: August 5, 2011

 

 

By:

/s/ Matthew Kaminer

 

 

Matthew Kaminer

 

 

General Counsel and Secretary

 

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