-----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, G8qHpFiDCrTcC3xaGjuIGiHdf6mE1z0qjx9BbmnAJeqvWyg6m1bkvmNcqb9D2bHZ 8xr+bGKKkreCPdwvYlv1Zg== 0001341004-07-001328.txt : 20070423 0001341004-07-001328.hdr.sgml : 20070423 20070423172050 ACCESSION NUMBER: 0001341004-07-001328 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20070423 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: 20070423 DATE AS OF CHANGE: 20070423 FILER: COMPANY DATA: COMPANY CONFORMED NAME: GENELABS TECHNOLOGIES INC /CA CENTRAL INDEX KEY: 0000874443 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 943010150 STATE OF INCORPORATION: CA FISCAL YEAR END: 0107 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-19222 FILM NUMBER: 07782320 BUSINESS ADDRESS: STREET 1: 505 PENOBSCOT DR CITY: REDWOOD CITY STATE: CA ZIP: 94063 BUSINESS PHONE: 6503969500 MAIL ADDRESS: STREET 1: 505 PENOBSCOT DR CITY: REDWOOD CITY STATE: CA ZIP: 94063 8-K 1 pal236059.htm FORM 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): April 23, 2007

 

Genelabs Technologies, Inc.

(Exact Name of Registrant as Specified in its Charter)

 

California

0-19222

94-3010150

(State or other jurisdiction of incorporation)

(Commission

File Number)

(IRS Employer Identification No.)

 

505 Penobscot Drive, Redwood City, California

94063

(Address of principal executive offices)

(Zip Code)

 

Registrant’s telephone number, including area code: (650) 369-9500

 

(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 obligations of the registrant under any of the following provisions:

 

 

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 240.14d-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 Principal Officers; Election of Directors; Appointment of Principal Officers; Compensatory Arrangements of Certain Officers.

 

(b)     On April 23, 2007, Genelabs Technologies, Inc. (the “Company”) announced that Arthur Gray, Jr., has advised the Company that he does not intend to stand for re-election to the Board of Directors at the next annual shareholders meeting. Mr. Gray has served as a director of the Company since 1991.

 

(c)     On April 23, 2007, the Company announced the appointment of Leslie J. Browne, Ph.D. and Matthew J. Pfeffer to the Company’s Board of Directors effective April 23, 2007. Neither Dr. Browne nor Mr. Pfeffer was selected pursuant to any arrangement or understanding with any person. The Board of Directors increased the number of director positions from five to seven directors, with Dr. Browne and Mr. Pfeffer appointed to fill the vacant positions. Neither Dr. Browne nor Mr. Pfeffer was appointed to any committees of the Board. Each of Dr. Browne and Mr. Pfeffer will serve as directors until the next annual shareholders meeting at which time both Dr. Browne and Mr. Pfeffer will be subject to reelection by the Company’s shareholders.

 

Dr. Browne is currently President, Chief Executive Officer and a director of Pharmacopeia, a NASDAQ-listed company focused on the discovery and development of novel small molecule therapeutics. Previously he was the Chief Operating Officer at Iconix Pharmaceuticals, Inc., a chemogenomics company. Before that, Dr. Browne spent over a decade at Berlex/Schering AG, in several positions rising to Corporate Vice President, Berlex Laboratories, Inc. and President of Schering Berlin Venture Corporation. Before Berlex, he was employed by Ciba-Geigy Corporation, where he discovered Fadrozole, the first marketed non-steroidal aromatase inhibitor for the treatment of estrogen-dependent breast cancer. He also managed cardiovascular research at Ciba-Geigy Ltd., in Basel, Switzerland, where one of the group’s achievements was the discovery of Diovan®, the second angiotensin II antagonist ever to be marketed. Dr. Browne received his B.Sc. at Strathclyde University, in Glasgow, Scotland. After receiving his Ph.D. in Chemistry from the University of Michigan, he was a National Institutes of Health postdoctoral fellow at Harvard University with the Nobel laureate Professor R. B. Woodward.

 

Mr. Pfeffer has 25 years of financial management experience and is currently serving as Senior Vice President and Chief Financial Officer of VaxGen, Inc. Prior to VaxGen, Mr. Pfeffer was Chief Financial Officer of Cell Genesys, Inc. During his nine year tenure at Cell Genesys, Mr. Pfeffer’s responsibilities included managing finance, tax, treasury, information technology and investor relations functions and overseeing corporate governance and compliance issues. Previously, Mr. Pfeffer served in a variety of financial management positions, including roles as Corporate Controller, Manager of Internal Audit and Manager of Financial Reporting, at Diasonics Ultrasound, Inc. and ComputerLand Corporation. Mr. Pfeffer is a Certified Public Accountant who began his career at Price Waterhouse. He is a graduate of the University of California, Berkeley.

 

A copy of the Company’s related press release is furnished as Exhibit 99.01 hereto.

 

Item 9.01. Financial Statements and Exhibits

 

(c) Exhibits

 

Exhibit Number

Description

99.01

Press Release of Company, dated April 23, 2007, entitled “Genelabs Technologies Announces Appointment of Leslie J. Browne and Matthew J. Pfeffer to its Board of Directors.”

 

 


 

 

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.

 

 

Genelabs Technologies, Inc.

 

 

 

 

 

 

Date: April 23, 2007

By:

/s/ James A.D. Smith

 

 

Name:

James A.D. Smith

 

Title:

President and Chief Executive Officer

 

 


 

 

EXHIBIT INDEX

 

Exhibit Number

Description

 

99.01

 

Press Release of Company, dated April 23, 2007, entitled “Genelabs Technologies Announces Appointment of Leslie J. Browne and Matthew J. Pfeffer to its Board of Directors.”

 

 

 

 

EX-99 2 pal236915.htm EXHIBIT 99.1

Exhibit 99.01

 

Contact:

James A. D. Smith

President and Chief Executive Officer

 

Phone: 650-562-1424

 

FOR IMMEDIATE RELEASE:

 

GENELABS TECHNOLOGIES ANNOUNCES APPOINTMENT OF LESLIE J. BROWNE AND MATTHEW J. PFEFFER TO ITS BOARD OF DIRECTORS

 

REDWOOD CITY, Calif. – April 23, 2007 – Genelabs Technologies, Inc. (Nasdaq:GNLB) today announced the appointment of Leslie J. Browne, Ph.D. and Matthew J. Pfeffer to its Board of Directors.

 

Dr. Browne is currently President, Chief Executive Officer and a director of Pharmacopeia, a Nasdaq-listed company focused on the discovery and development of novel small molecule therapeutics. Previously he was the Chief Operating Officer at Iconix Pharmaceuticals, Inc., a chemogenomics company. Before that, Dr. Browne spent over a decade at Berlex/Schering AG, in several positions rising to Corporate Vice President, Berlex Laboratories, Inc. and President of Schering Berlin Venture Corporation. Before Berlex, he was employed by Ciba-Geigy Corporation, where he discovered Fadrozole, the first marketed non-steroidal aromatase inhibitor for the treatment of estrogen-dependent breast cancer. He also managed cardiovascular research at Ciba-Geigy Ltd., in Basel, Switzerland, where one of the group’s achievements was the discovery of Diovan®, the second angiotensin II antagonist ever to be marketed. Dr. Browne received his B.Sc. at Strathclyde University, in Glasgow, Scotland. After receiving his Ph.D. in chemistry from the University of Michigan, he was a National Institutes of Health postdoctoral fellow at Harvard University with the Nobel laureate Professor R. B. Woodward.

 

Mr. Pfeffer has 25 years of financial management experience and is currently serving as Senior Vice President and Chief Financial Officer of VaxGen, Inc. Prior to VaxGen, Mr. Pfeffer was Chief Financial Officer of Cell Genesys, Inc. During his nine year tenure at Cell Genesys, Mr. Pfeffer’s responsibilities included managing finance, tax, treasury, information technology and investor relations functions and overseeing corporate governance and compliance issues. Previously, Mr. Pfeffer served in a variety of financial management positions, including roles as Corporate Controller, Manager of Internal Audit and Manager of Financial Reporting, at Diasonics Ultrasound, Inc. and ComputerLand Corporation. Mr. Pfeffer is a Certified Public Accountant who began his career at Price Waterhouse. He is a graduate of the University of California, Berkeley.

 

Separately, Genelabs announced that Arthur Gray, Jr., who has served as a director of Genelabs since 1991, has advised the company that he does not intend to stand for re-election to the Board of Directors at the next annual shareholders meeting.

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Genelabs Announces Appointment of Leslie J. Browne and Matthew J. Pfeffer to its Board of Directors

Page 2

 

 

“I am delighted to welcome both Les Browne and Matt Pfeffer to Genelabs’ Board of Directors,” stated Irene A. Chow, Ph.D., Chairman of the Board of Genelabs. “Both Les and Matt are highly experienced executives with many years of leadership experience in the biotechnology industry. Their insight and expertise will be invaluable to Genelabs as we continue to execute our strategies for creating shareholder value through novel drug discovery and development. At the same time, I want to express my sincere thanks to Arthur Gray for his 16 years of service on the Genelabs Board of Directors. Arthur has been generous with his time and gracious in his manner, and has never wavered in his advocacy for shareholders. All of us at Genelabs wish him well in his retirement.”

 

About Genelabs Technologies

 

Genelabs Technologies, Inc. is a biopharmaceutical company focused on the discovery and development of pharmaceutical products to improve human health. We have built drug discovery capabilities that can support various research and development projects. Genelabs is currently concentrating these capabilities on discovering novel compounds that selectively inhibit replication of the hepatitis C virus and advancing preclinical development of compounds from this hepatitis C virus drug discovery program, while also developing a late-stage product for lupus. We believe that these high-risk, potentially high reward programs focus our research and development expertise in areas where we have the opportunity to generate either first-in-class or best-in-class products that will address diseases for which current therapies are inadequate. For more information, please visit www.genelabs.com.

 

Note: Genelabs® and the Genelabs logo are registered trademarks of Genelabs Technologies, Inc.

 

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