-----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, SIKJe6ZAmQOvu41/v3Mhe1jGXeX7gqIKRE1Mje9ClOF0BKrxnqMmhXnw7QmnxgUf cDzMPcta/cDxyEKWV2j7VA== 0001193125-05-078426.txt : 20050418 0001193125-05-078426.hdr.sgml : 20050418 20050418134843 ACCESSION NUMBER: 0001193125-05-078426 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20050414 ITEM INFORMATION: Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20050418 DATE AS OF CHANGE: 20050418 FILER: COMPANY DATA: COMPANY CONFORMED NAME: DURECT CORP CENTRAL INDEX KEY: 0001082038 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 943297098 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-31615 FILM NUMBER: 05756129 BUSINESS ADDRESS: STREET 1: 10240 BUBB RD CITY: CUPERTINO STATE: CA ZIP: 95014 BUSINESS PHONE: 4087771417 MAIL ADDRESS: STREET 1: 10240 BUBB ROAD CITY: CUPERTINO STATE: CA ZIP: 95014 8-K 1 d8k.htm FORM 8-K Form 8-K

 

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

 

April 14, 2005

Date of Report

(Date of earliest event reported)

 

DURECT CORPORATION

(Exact name of Registrant as specified in its charter)

 

Delaware   000-31615   94-3297098
(State or other jurisdiction of
incorporation or organization)
  (Commission File Number)   (I.R.S. Employer
Identification No.)

 

10240 Bubb Road

Cupertino, CA 95014

(Address of principal executive offices) (Zip code)

 

(408) 777-1417

(Registrant’s telephone number, including area code)

 

(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:

 

¨ 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 Principal Officers; Election of Directors; Appointment of Principal Officers.

 

Effective April 14, 2005, Albert L. Zesiger resigned as a member of the board of directors or DURECT Corporation (the “Company”). Also effective April 14, 2005, the Board of Directors of the Company elected Simon X. Benito to the Board, to fill the vacancy created by the resignation of Mr. Zesiger. Mr. Benito has had a successful and extensive career serving several health care companies in senior executive positions, including 25 years at Merck & Co, Inc. His most recent positions included Senior Vice President, Merck Vaccine Division; Executive Vice President, Merck-Medco Managed Care; and Executive Director and Vice President, Merck Human Health, Japan. In addition, Mr. Benito was a Fellow of the Institute of Chartered Accountants in England and Wales for over thirty years until his retirement in 1999. Mr. Benito currently serves on the board of directors of Inovio Biomedical Corporation, where he is the chairman of the audit committee

 

ITEM 9.01 Financial Statements And Exhibits.

 

(c) Exhibits.

 

Exhibit
Number


  

Exhibit Title or Description      


99.1    Press release dated April 18, 2005.

 


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.

 

        DURECT Corporation

Date: April 18, 2005

     

By:

 

/s/ James E. Brown

               

James E. Brown

               

President and Chief Executive Officer

 


EXHIBIT INDEX

 

Exhibit
Number


  

Exhibit Title or Description      


99.1    Press release dated April 18, 2005.

 

EX-99.1 2 dex991.htm PRESS RELEASE DATED APRIL 18, 2005 Press Release dated April 18, 2005

Exhibit 99.1

 

Simon X. Benito Appointed to the Board of Directors of DURECT Corporation to Replace Albert L. Zesiger

 

Cupertino, CA-

 

April 18, 2005

 

DURECT Corporation (Nasdaq: DRRX) announced today that effective April 14, 2005, the company has appointed Simon X. Benito to its Board of Directors to replace Albert L. Zesiger who is stepping down as a member of the Board of Directors. The appointment of Mr. Benito maintains the current DURECT Corporation Board membership at eight.

 

“We would like to thank Al Zesiger for his staunch support and valuable service to DURECT during the past formative years. Al provided the starting capital for Durect and supported the company from its inception through our growth period to date. We are grateful for his service and dedication, and his expertise as private and public investor will be missed,” stated Dr. Felix Theeuwes, Chairman and Chief Scientific Officer of DURECT.

 

Simon Benito has 37 years of industrial experience in international business, pharmaceuticals and accounting. In the 25 years he was at Merck & Co., Inc., he worked in various divisions, his primary focus in each position being to develop or expand new businesses. In his last position Mr. Benito was Senior Vice President, Merck Vaccine Division responsible for developing and managing its international business, managing global partnerships, and restructuring business operations in the USA. Mr. Benito is presently a Director and Chairman of the Audit Committee of Inovio Biomedical Corporation, a medical device company. Mr. Benito was a Fellow of the Institute of Chartered Accountants in England and Wales for 22 years until his retirement from Merck in 2000.

 

“Simon is a strong addition to our Board and we are proud and fortunate to have his service,” continued Dr. Theeuwes. “Simon’s wealth of Pharmaceutical Industry knowledge, leadership, and experience in Europe, Japan and the US will be very valuable to DURECT’s growth and expansion as we embark on our goal to transform into a specialty pharmaceutical company.”

 

ABOUT DURECT

 

DURECT Corporation is an emerging specialty pharmaceutical company focused on the development of pharmaceutical systems based on its proprietary drug delivery platform technologies that treat chronic debilitating diseases and enable biotechnology products. These platform technologies include the SABER Delivery System (a patented and versatile depot injectable useful for protein and small molecule delivery), the ORADUR sustained release oral gel-cap technology (an oral sustained release technology with several potential abuse deterrent properties), the DURIN Biodegradable Implant (drug-loaded implant system), the TRANSDUR transdermal technology and the MICRODUR Biodegradable Microparticulates (microspheres injectable system). DURECT also collaborates with pharmaceutical companies to develop and commercialize proprietary and enhanced pharmaceutical products based on its technologies. DURECT has five disclosed on-going development programs of which four are in collaboration with pharmaceutical partners. Additional information about DURECT is available at www.durect.com.

 


NOTE: SABER, ORADUR, DURIN, TRANSDUR and MICRODUR are trademarks of DURECT Corporation. Other referenced trademarks belong to their respective owners.

 

DURECT Forward-Looking Statement

 

The statements in this press release regarding DURECT’s products in development and product development plans are forward-looking statements involving risks and uncertainties that can cause actual results to differ materially from those in such forward-looking statements. Potential risks and uncertainties include, but are not limited to, DURECT’s abilities to complete the design, development, and manufacturing process development of the product candidate, obtain product and manufacturing approvals from regulatory agencies and manufacture and commercialize the product candidate, as well as marketplace acceptance of the product candidate. Further information regarding these and other risks is included in DURECT’s Annual Report on Form 10-K for the year ended December 31, 2004 filed with the SEC on March 14, 2005 under the heading “Factors that may affect future results.”

 

CONTACTS:

DURECT Corporation:

Schond L. Greenway, Executive Director, IR and Strategic Planning

+1-408-777-1417.

 

Vida Communication for DURECT Corporation:

Stephanie C. Diaz (investors), +1-415-885-2298, sdiaz@vidaLLC.com.

Tim Brons (media), +1-646-319-8981, tbrons@vidaLLC.com.

 

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