Attached files
| file | filename |
|---|---|
| EX-99.1 - EX-99.1 - ARIAD PHARMACEUTICALS INC | d744383dex991.htm |
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): June 18, 2014
ARIAD Pharmaceuticals, Inc.
(Exact name of registrant as specified in its charter)
| Delaware | 001-36172 | 22-3106987 | ||
| (State or other jurisdiction of incorporation) |
(Commission File Number) |
(I.R.S. Employer Identification No.) |
| 26 Landsdowne Street, Cambridge, Massachusetts | 02139 | |
| (Address of principal executive offices) | (Zip Code) |
Registrant’s telephone number, including area code: (617) 494-0400
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 (see General Instruction A.2. below):
| ¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
| ITEM 8.01 | Other Events. |
On June 18, 2014, ARIAD Pharmaceuticals, Inc. (the “Company”) sent a letter to Institutional Shareholder Services (“ISS”) requesting that ISS reconsider its recommendation that the Company’s stockholders vote against the following proposals in the Company’s proxy statement for its 2014 annual meeting to be held on June 25, 2014, and providing additional information regarding these proposals: (i) the approval of the Company’s Section 382 rights agreement, (ii) the approval of the Company’s 2014 Long-Term Incentive Plan, and (iii) the approval, on an advisory basis, of the compensation of the Company’s named executive officers as disclosed in the proxy statement. A copy of the letter is attached hereto as Exhibit 99.1 and is incorporated by reference into this Item 8.01 of this Current Report on Form 8-K.
| ITEM 9.01 | Financial Statements and Exhibits |
| (d) | The following exhibits are filed with this report: |
| Exhibit Number |
Description | |
| 99.1 | Letter to Institutional Shareholder Services dated June 18, 2014 | |
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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.
| ARIAD Pharmaceuticals, Inc. | ||
| By: | /s/ Edward M. Fitzgerald | |
| Edward M. Fitzgerald | ||
| Executive Vice President, Chief Financial Officer | ||
Date: June 19, 2014
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