8-K 1 a4725813.txt ARIAD PHARMACEUTICALS 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): September 23, 2004 ARIAD Pharmaceuticals, Inc. (Exact name of registrant as specified in its charter) Delaware 0-21696 22-3106987 (State or other jurisdiction (Commission (I.R.S. Employer of incorporation) File Number) Identification No.) 26 Landsdowne Street, Cambridge, Massachusetts 02139 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (617) 494-0400 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): |_| 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. (d) On September 23, 2004, Michael D. Kishbauch was appointed to the Board of Directors of ARIAD Pharmaceuticals, Inc. There are no arrangements between Mr. Kishbauch and any other persons pursuant to which Mr. Kishbauch was selected as a director, nor are there any transactions to which ARIAD is a party and in which Mr. Kishbauch had a material interest that are required to be disclosed under Item 404(a) of Regulation S-K. Mr. Kishbauch is expected to be appointed to the audit committee and the compensation committee in October 2004. A copy of the press release announcing Mr. Kishbauch's appointment is filed herewith as Exhibit 99.1. ITEM 9.01 Financial Statements and Exhibits. (c) The following exhibits are filed with this report Exhibit Number Description -------- ----------- 99.1 Press release dated September 23, 2004. 2 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. ARIAD PHARMACEUTICALS, INC. By: ------------------------------------------- Edward M. Fitzgerald Senior Vice President and Chief Financial Officer Date: September 23, 2004 3 EXHIBIT INDEX Exhibit Number Description -------- ------------ 99.1 Press release dated September 23, 2004. 4