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UNITED STATES FORM 8-K CURRENT REPORT the Securities Exchange Act of 1934 Date of report (Date of earliest event reported)
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Pursuant to Section 13 or 15(d) of
INSPIRE PHARMACEUTICALS, INC.
(Exact Name of Registrant as Specified in Charter)
Delaware 000-31135 04-3209022
4222 Emperor Boulevard, Suite 200, Durham, North Carolina 27703-8466
Registrant's telephone number, including area code
(919) 941-9777_____________________________________________
(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 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of
Certain Officers.
On February 6, 2009, the Board of Directors of Inspire Pharmaceuticals, Inc. elected Alan F. Holmer as a director of Inspire. Mr. Holmer fills a vacancy on the Board of Directors. Mr. Holmer will serve as a Class C director of Inspire and is expected to stand for re-election at Inspire's 2009 Annual Meeting of Stockholders. The Board also appointed Mr. Holmer as a member of the Audit Committee and the Corporate Governance Committee of Inspire's Board of Directors, effective as of March 1, 2009. In connection with Mr. Holmer's appointment to these committees, Nancy J. Hutson, Ph.D. resigned from the Audit Committee and Richard S. Kent, M.D. resigned from the Corporate Governance Committee, each effective as of March 1, 2009.
In connection with his election to the Board of Directors, Mr. Holmer received an award of stock options to purchase 7,500 shares of Inspire common stock, subject to quarterly vesting over three years, at an exercise price per share of $3.85, the closing price of Inspire's common stock on February 6, 2009. The stock options were granted pursuant to Inspire's 2005 Equity Compensation Plan, as amended. Mr. Holmer will receive consideration for his services as a director of Inspire in accordance with the Inspire Pharmaceuticals, Inc. Amended and Restated Director Compensation Policy.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
No. Description
99.1 Press Release dated February 10, 2009
SIGNATURE
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.
Inspire Pharmaceuticals, Inc.
By: /s/ Thomas R. Staab II
Thomas R. Staab II,
Chief Financial Officer and Treasurer
Dated: February 12, 2009
EXHIBIT INDEX
No.
Description99.1 Press Release dated February 10, 2009
Investor Contact:
|
Media Contact: Inspire Pharmaceuticals, Inc. |
DURHAM, NC - February 10, 2009 - Inspire Pharmaceuticals, Inc. (NASDAQ: ISPH) today announced the election of Alan F. Holmer to its Board of Directors, effective February 6, 2009.
Mr. Holmer was elected by the Board of Directors to fill a vacancy. He will serve the remainder of a three-year term expiring at Inspire's 2009 annual meeting of stockholders and is expected to be nominated for re-election at the 2009 annual meeting. Mr. Holmer previously served for two years on Inspire's Board, resigning in February 2007 to accept an appointment in the U.S. Treasury Department.
Mr. Holmer, age 59, recently completed service as Special Envoy for China and the Strategic Economic Dialogue, a position to which he was appointed by Secretary of the Treasury, Henry M. Paulson, Jr. He previously served as President and Chief Executive Officer of the Pharmaceutical Research and Manufacturers of America (PhRMA), where for nearly ten years he led the organization that represents the interests of leading pharmaceutical and biotechnology companies. In addition to his pharmaceutical industry experience, Mr. Holmer has significant expertise in handling legal, international trade and governmental issues, having held various positions within the Office of the U.S. Trade Representative, the Commerce Department and the White House, including serving as Deputy U.S. Trade Representative with rank of Ambassador. Mr. Holmer also served as a partner at the international law firm, Sidley & Austin (now Sidley Austin LLP), and as an associate at Steptoe & Johnson LLP.
Mr. Holmer has been involved in many community service organizations, included currently serving as the Chairman of the Board of the Metropolitan Washington, D.C. Chapter of the Cystic Fibrosis Foundation and the Chair of the chapter's Volunteer Leadership Initiative. He also served as Co-Chairman of the President's Advisory Council on HIV/AIDS. Mr. Holmer received an A.B. degree from Princeton University and a J.D. from Georgetown University.
Kenneth B. Lee, Jr., Inspire's Chairman, stated, "We are pleased to have Alan rejoin Inspire's Board of Directors. Alan has broad knowledge of the pharmaceutical industry and global markets, which will be particularly valuable in the current challenging economic environment. Most importantly, we appreciate Alan's understanding of Inspire's business opportunities and his passion for providing patients with innovative therapeutic treatments."
Inspire is a biopharmaceutical company dedicated to discovering, developing and commercializing prescription pharmaceutical products for ophthalmic and pulmonary diseases. Inspire is currently developing products for dry eye, cystic fibrosis and glaucoma. Inspire employs a U.S. sales force for the promotion of AzaSite® (azithromycin ophthalmic solution) 1% for bacterial conjunctivitis and Elestat® (epinastine HCl ophthalmic solution) 0.05% for allergic conjunctivitis. Elestat is a registered trademark owned by Allergan, Inc. AzaSite is a registered trademark owned by InSite Vision Incorporated. For more information, visit www.inspirepharm.com.
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