-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, ARtfiVTDlBg1eg6Tce80Oc8Af/V4FkQIimLyeAhC23pg/qWB8N+VY3rtWeZVN/uc GT0mkvA+hD/aBAAgJZGxMQ== 0001181431-09-008266.txt : 20090212 0001181431-09-008266.hdr.sgml : 20090212 20090212101506 ACCESSION NUMBER: 0001181431-09-008266 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20090212 ITEM INFORMATION: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20090212 DATE AS OF CHANGE: 20090212 FILER: COMPANY DATA: COMPANY CONFORMED NAME: INSPIRE PHARMACEUTICALS INC CENTRAL INDEX KEY: 0001040416 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 043209022 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-31577 FILM NUMBER: 09592359 BUSINESS ADDRESS: STREET 1: 4222 EMPEROR BLVD STE 200 CITY: DURHAM STATE: NC ZIP: 27703-8466 BUSINESS PHONE: 9199419777 MAIL ADDRESS: STREET 1: 4222 EMPEROR BLVD STREET 2: STE 200 CITY: DURHAM STATE: NC ZIP: 27703-8466 8-K 1 rrd233020.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)             February 12, 2009

INSPIRE PHARMACEUTICALS, INC.
(Exact Name of Registrant as Specified in Charter)

     Delaware                                    000-31135                            04-3209022
(State or Other Jurisdiction                   (Commission                                  (IRS Employer
           of Incorporation)                            File Number)                              Identification No.)

4222 Emperor Boulevard, Suite 200, Durham, North Carolina            27703-8466
(Address of Principal Executive Offices)                                                     (Zip Code)

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.        Description

99.1       Press Release dated February 10, 2009

EX-99.1 2 rrd233020_27402.htm _

For Immediate Release

Investor Contact:


Inspire Pharmaceuticals, Inc.
Jenny Kobin
VP, Investor Relations and Corporate Communications
(919) 941-9777, Extension 219

Media Contact:

Inspire Pharmaceuticals, Inc.
Cara Amoroso
Manager, Corporate Communications
(919) 941-9777, Extension 266

 

INSPIRE ELECTS ALAN F. HOLMER TO BOARD OF DIRECTORS

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."

About Inspire

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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