8-K

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): July 1, 2016

ALEXZA PHARMACEUTICALS, INC.

(Exact name of registrant as specified in its charter)

Delaware	000-51820	77-0567768
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

Alexza Pharmaceuticals, Inc. 2091 Stierlin Court Mountain View, California	94043
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code: (650) 944-7000

(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 3.01. Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing.

The information set forth in Item 3.01 of that certain Current Report on Form 8-K of Alexza Pharmaceuticals, Inc., a Delaware corporation (the “Company”), as filed with the Securities and Exchange Commission (the “SEC”) on June 21, 2016 is incorporated herein by reference.

On July 1, 2016, the Nasdaq Stock Market (“Nasdaq”) announced that it will delist the common stock of the Company. Nasdaq will file a Form 25 with the SEC to complete the delisting. The delisting becomes effective ten days after the Form 25 is filed.

Following the effectiveness of the Form 25, the Company intends to file with the SEC, on Form 15, a certification and notice of termination of the registration of the Company under Section 12(g) of the Securities and Exchange Act of 1934, as amended (the “Exchange Act”) and suspension of its obligations to file reports under Sections 13 and 15(d) of the Exchange Act.

On July 1, 2016, the Company issued a press release announcing the delisting of the Company’s common stock. Such press release is included as Exhibit 99.1 and is incorporated by reference herein.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

Exhibit Number	Description
99.1	Press Release of Alexza Pharmaceuticals, Inc. dated July 1, 2016 titled “Delisting of Securities of Alexza Pharmaceuticals, Inc. from The Nasdaq Stock Market.”

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.

	ALEXZA PHARMACEUTICALS, INC.
Date: July 1, 2016	By:	/s/ Thomas B. King
		Thomas B. King
		President and Chief Executive Officer

INDEX TO EXHIBITS

Exhibit Number	Description
99.1	Press Release of Alexza Pharmaceuticals, Inc. dated July 1, 2016 titled “Delisting of Securities of Alexza Pharmaceuticals, Inc. from The Nasdaq Stock Market.”

EX-99.1

Exhibit 99.1

NEWS RELEASE - for immediate release

Delisting of Securities of Alexza Pharmaceuticals, Inc.

from The Nasdaq Stock Market

Mountain View, California, July 1, 2016 / PRNewswire / — Alexza Pharmaceuticals, Inc. (“Alexza” or the “Company”) today announced that The Nasdaq Stock Market (“Nasdaq”) will delist the common stock of Alexza. Alexza’s stock was suspended on June 17, 2016 and has not traded on Nasdaq since that time. Nasdaq will file a Form 25 with the Securities and Exchange Commission to complete the delisting. The delisting becomes effective ten days after the Form 25 is filed. For news and additional information about the Company, including the basis for the delisting, please review the Company’s public filings or contact the Company directly.

For more information about The Nasdaq Stock Market, visit the Nasdaq Web site at www.nasdaq.com. Nasdaq’s rules governing the delisting of securities can be found in the Nasdaq Rule 5800 Series, available on the Nasdaq Web site:

www.cchwallstreet.com/NasdaqTools/bookmark.asp?id=nasdaq-rule_5800&manual=/nasdaq/main/nasdaq-equityrules/.

About Alexza Pharmaceuticals, Inc.

Alexza Pharmaceuticals is focused on the research, development, and commercialization of novel, proprietary products for the acute treatment of central nervous system conditions.

Alexza’s products and development pipeline are based on the Staccato system, a hand-held inhaler designed to deliver a pure drug aerosol to the deep lung, providing rapid systemic delivery and therapeutic onset, in a simple, non-invasive manner. Active pipeline product candidates include AZ-002 (Staccato alprazolam) for the management of epilepsy in patients with acute repetitive seizures and AZ-007 (Staccato zaleplon) for the treatment of patients with middle of the night insomnia.

ADASUVE^® is Alexza’s first commercial product. ADASUVE is approved for marketing in 42 countries and has been submitted for approval in seven additional countries. ADASUVE has been launched and is currently available in 21 countries. Grupo Ferrer Internacional, S.A. (“Ferrer”) is Alexza’s commercial partner for ADASUVE in Europe, Latin America, the Commonwealth of Independent States countries, the Middle East and North Africa countries, Korea, the Philippines and Thailand.

ADASUVE^® and Staccato^® are registered trademarks of Alexza Pharmaceuticals, Inc. For more information about Alexza, the Staccato system technology or Alexza’s development programs, please visit www.alexza.com.

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Forward-Looking Statements

Some statements in this release may be “forward-looking statements” for the purposes of the Private Securities Litigation Reform Act of 1995. In some cases forward-looking statements can be identified by words such as “believe,” “expect,” “anticipate,” “plan,” “potential,” “continue” or similar expressions. Such statements are subject to certain risks and uncertainties. Such forward-looking statements include risks and uncertainties, and there are important factors that could cause actual results to differ materially from those expressed or implied by such forward-looking statements. These factors, risks and uncertainties are discussed in Alexza’s Annual Report on Form 10-K for the year ended December 31, 2015 as updated from time to time in Alexza’s filings with the SEC. None of Alexza or Ferrer is responsible for updating the information contained in this press release beyond the published date, or for changes made to this document by wire services or Internet services.

CONTACTS: For Alexza: Thomas B. King President and CEO +1 650 944 7900 investor.info@alexza.com

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