0001019687-16-006560.txt : 20160603 0001019687-16-006560.hdr.sgml : 20160603 20160603163746 ACCESSION NUMBER: 0001019687-16-006560 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20160602 ITEM INFORMATION: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers FILED AS OF DATE: 20160603 DATE AS OF CHANGE: 20160603 FILER: COMPANY DATA: COMPANY CONFORMED NAME: PEREGRINE PHARMACEUTICALS INC CENTRAL INDEX KEY: 0000704562 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 953698422 STATE OF INCORPORATION: DE FISCAL YEAR END: 0430 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-32839 FILM NUMBER: 161696230 BUSINESS ADDRESS: STREET 1: 14282 FRANKLIN AVE CITY: TUSTIN STATE: CA ZIP: 92780 BUSINESS PHONE: 7145086000 MAIL ADDRESS: STREET 1: 14282 FRANKLIN AVE CITY: TUSTIN STATE: CA ZIP: 92780 FORMER COMPANY: FORMER CONFORMED NAME: TECHNICLONE CORP/DE/ DATE OF NAME CHANGE: 19970924 FORMER COMPANY: FORMER CONFORMED NAME: TECHNICLONE INTERNATIONAL CORP DATE OF NAME CHANGE: 19920703 8-K 1 peregrine_8k.htm FORM 8-K

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC  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 2, 2016

PEREGRINE PHARMACEUTICALS, INC. 

(Exact name of registrant as specified in its charter)

 

Delaware   0-17085   95-3698422
(State of other jurisdiction
of incorporation)		   (Commission File Number)   (IRS Company
Identification No.)
         
14282 Franklin Avenue, Tustin, California 92780
(Address of Principal Executive Offices)
         
Registrant’s telephone number, including area code: (714) 508-6000
 
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):

 

o            Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425).

 

o            Soliciting material pursuant to Rule 14A-12 under the Exchange Act (17 CFR 240.14a-12)

 

o            Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR.14d-2(b))

 

o            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 June 2, 2016, the Compensation Committee of the Board of Directors (“Committee”) of Peregrine Pharmaceuticals, Inc. (the “Company”), approved the Company’s annual broad based grant of stock options (“Grants”) for fiscal year 2017 to substantially all of the Company’s employees, the Company’s three non-employee directors and one consultant to purchase an aggregate of 6,412,057 shares of common stock. The Grants will be from the Company’s 2011 Stock Incentive Plan (“2011 Plan”) and will be evidenced by and subject to the terms of a Stock Option Agreement. Included as recipients of the Grants are the following named executive officers:

 

Named

Executive Officer

Title

  

Number of Shares

Underlying Stock Option Grants

Steven W. King President and Chief Executive Officer   500,000
Paul J. Lytle Chief Financial Officer   250,000
Shelley P.M. Fussey V.P., Intellectual Property   150,000
Joseph S. Shan V.P., Clinical & Regulatory Affairs   150,000
Mark R. Ziebell V.P., General Counsel   150,000
       

In determining the number of shares of common stock covered by the Grants to the named executive officers, the Committee reviewed a report prepared by an independent compensation consulting firm which established proposed grant guidelines at a long-term incentive value (“LTI Value”) for equity based awards at the fiftieth percentile of the Company’s peer group to ensure that the Company’s stock option granting practices for named executive officers and other employees were aligned with competitive norms. However, due to annual share limitations that may be granted to any one Participant under the 2011 Plan, the LTI Value of the Grants to named executive officers were below the twenty-fifth percentile of LTI Value of the Company’s peer group as set forth in the report prepared by the independent compensation consulting firm.

 

The Committee has determined that the exercise price of the Grants will be equal to the closing price of the Company’s common stock on June 2, 2016, the date of grant, and shall vest quarterly in equal installments over a two year period.

 

 

 

 

 

 

 

 

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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.

 

 

 

  PEREGRINE PHARMACEUTICALS, INC.
   
Date: June 3, 2016 By:  /s/ Paul J. Lytle
    Paul J. Lytle
Chief Financial Officer

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

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