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
15, 2013
ARIAD
Pharmaceuticals, Inc.
(Exact
name of registrant as specified in its charter)
|
Delaware |
0-21696 |
22-3106987 |
|
(State or other jurisdiction of incorporation) |
(Commission File Number) |
(I.R.S. Employer 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 Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
(d) On July 15, 2013, upon the recommendation of the Nominating and Corporate Governance Committee, the Board of Directors (the “Board”) of ARIAD Pharmaceuticals, Inc. (the “Company”) approved an increase in the size of the Board from seven to eight members and elected Sarah J. Schlesinger, M.D., Senior Attending Physician and Associate Professor of Clinical Investigation at The Rockefeller University, to fill the vacancy created by the increase in the size of the Board. Dr. Schlesinger was appointed to serve as a Class 3 director, until the 2015 Annual Meeting of Stockholders and until her successor has been duly elected and qualified, or until her earlier death, resignation, retirement or removal.
Dr. Schlesinger is a prominent clinical investigator and immunologist at The Rockefeller University (“Rockefeller”) in New York City who has spent more than 20 years working in the field of cellular immunity, including as clinical director of the laboratory led by the late Ralph M. Steinman, M.D., 2011 Nobel Laureate in Physiology or Medicine. She is currently Senior Attending Physician and Associate Professor of Clinical Investigation at the Laboratory of Cellular Physiology and Immunology at Rockefeller. Prior to joining Rockefeller in 2003, Dr. Schlesinger was a scientist at the International AIDS Vaccine Initiative in New York City from 2002 to 2003. From 1996 to 2002, Dr. Schlesinger was a Research Physician/Pathologist at the Division of Retrovirology at Walter Reed Army Institute of Research, having previously served, from 1994 to 2002, as Staff Pathologist at the Armed Force Institute of Pathology in Washington, DC. Dr. Schlesinger trained in Surgery at the Albert Einstein College of Medicine and began her career in pathology at Georgetown University in Washington, DC, and hospitals in New York including Buffalo General, Hospital New York and the Manhattan Eye, Ear and Throat Hospital.
Dr. Schlesinger leads clinical trials and also chairs the research education and training committee of the Center for Clinical and Translational Science at The Rockefeller University Hospital. She is co-director of Rockefeller’s Clinical Scholars program, the Certificate in Clinical and Translational Sciences program and is the vice-chair of the hospital’s Institutional Review Board. Widely published in her field, Dr. Schlesinger has been recognized with numerous awards for her research and teaching. She also belongs to a number of prominent medical societies including the United States and Canadian Academy of Pathology, the American Association for the Advancement of Science and the College of American Pathologists.
Dr. Schlesinger received her bachelor’s degree from Wellesley College in Wellesley, MA, and her M.D. from Rush Medical College in Chicago.
There are no arrangements or understandings between the Company and any other person pursuant to which Dr. Schlesinger was elected as a director, nor are there any transactions between Dr. Schlesinger and the Company in which she has a direct or indirect material interest that the Company is required to report pursuant to the rules and regulations of the Securities and Exchange Commission.
A copy of the press release announcing the election of Dr. Schlesinger to the Board is being filed herewith as Exhibit 99.1 and is incorporated by reference herein.
| ITEM 9.01 | Financial Statements and Exhibits. |
|
(d) Exhibits.
|
|
|
Exhibit No. |
Description |
| 99.1 | Press Release dated July 17, 2013. |
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: |
/s/ Edward M. Fitzgerald |
||
|
Edward M. Fitzgerald |
|||||
|
Executive Vice President, Chief Financial Officer |
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|
Date: |
July 17, 2013 |
||||
Exhibit Index
|
Exhibit Number |
Description |
|
99.1 |
Press Release dated July 17, 2013. |
3
Exhibit 99.1
ARIAD Names Sarah J. Schlesinger, M.D. of Rockefeller University to Its Board of Directors
CAMBRIDGE, Mass.--(BUSINESS WIRE)--July 17, 2013--ARIAD Pharmaceuticals, Inc. (NASDAQ: ARIA) today announced the appointment of Sarah J. Schlesinger, M.D., senior attending physician and associate professor of clinical investigation in the Laboratory of Cellular Physiology and Immunology at The Rockefeller University, to its Board of Directors. Dr. Schlesinger, 53, is a prominent clinical investigator and immunologist who has spent more than 20 years working in the field of cellular immunity, including as clinical director of the laboratory led by the late Ralph M. Steinman, M.D., 2011 Nobel Laureate in Physiology or Medicine.
“Dr. Schlesinger brings a deep understanding of translational medicine, clinical research, and immunology to our Board of Directors,” stated Harvey J. Berger, M.D., chairman and chief executive officer of ARIAD. “Sarah embodies one of our most important corporate values – clinical scholarship – and further enhances our commitment to cancer patients in need of new therapies. We anticipate that she will contribute greatly to our Board and to the evolution of our long-term strategy, especially as the fields of molecularly targeted therapy and immunotherapy converge.”
Dr. Schlesinger’s research has focused on the clinical manipulation of the immune system’s dendritic cells to elicit immunity to cancer and HIV. Working closely with Dr. Steinman, she used dendritic cells to study and design novel treatments that may be able to harness the immune system in a disease-specific approach. She has designed and conducted clinical trials employing the techniques of immunology and dendritic-cell biology, which have led to a better understanding of human diseases and their potential treatments.
In addition to leading clinical trials at the Rockefeller University Hospital, she is co-director of the University’s Clinical Scholars program and the Certificate in Clinical and Translational Sciences program. She chairs the research education and training committee of the Center for Clinical and Translational Science at Rockefeller. Widely published in her field, Dr. Schlesinger has been recognized with numerous awards for her research and teaching.
“ARIAD’s vision is to improve the lives of cancer patients through the development of innovative medicines. That vision and the Company’s emphasis on discovering and developing new treatments based on its internal research differentiate ARIAD from other companies, large or small,” noted Dr. Schlesinger. “I am honored to serve on the ARIAD Board and to bring my experience in clinical development to the outstanding team at ARIAD.”
Dr. Schlesinger trained in surgery at the Albert Einstein College of Medicine (1985-1987) and in pathology at the New York Hospital (1987-1990), where she served as chief resident. She held faculty positions at Cornell University Medical College (1990-1991), State University of New York at Buffalo (1991-1994) and Georgetown University School of Medicine (1995-2002). In 1996, she became a research physician in the Division of Retrovirology at the Walter Reed Army Institute of Research and then worked as a scientist in vaccine research at the International AIDS Vaccine Initiative.
In 2002, she came to Rockefeller University as a member of the adjunct faculty in the Laboratory of Cellular Physiology and Immunology, and then in 2003, she was appointed as a research associate professor with a joint appointment at the Aaron Diamond AIDS Research Center. In 2007, she became associate professor of clinical investigation at Rockefeller University and clinical director of the Steinman laboratory.
Dr. Schlesinger received her bachelor’s degree from Wellesley College and her M.D. degree from Rush Medical College.
References:
Harmon K., “How Ralph Steinman Raced to Develop a Cancer Vaccine – And Save His Life.” Scientific American, December 20, 2011. http://www.scientificamerican.com/article.cfm?id=the-patient-scientist.
About ARIAD
ARIAD Pharmaceuticals, Inc., headquartered in Cambridge, Massachusetts and Lausanne, Switzerland, is an integrated global oncology company focused on transforming the lives of cancer patients with breakthrough medicines. ARIAD is working on new medicines to advance the treatment of various forms of chronic and acute leukemia, lung cancer and other difficult-to-treat cancers. ARIAD utilizes computational and structural approaches to design small-molecule drugs that overcome resistance to existing cancer medicines. For additional information, visit http://www.ariad.com or follow ARIAD on Twitter (@ARIADPharm).
CONTACT:
ARIAD Pharmaceuticals, Inc.
For Investors
Kendra
Adams, 617-503-7028
kendra.adams@ariad.com
or
For
Media
Liza Heapes, 617-621-2315
Liza.heapes@ariad.com