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): October 16, 2012
DYAX
CORP.
(Exact
Name of Registrant as Specified in Charter)
|
Delaware |
000-24537 |
04-3053198 |
|
(State or Other Jurisdiction of Incorporation) |
(Commission File Number)
|
(IRS Employer Identification No.)
|
|
55 Network Drive |
|
(Address of Principal Executive Offices) (Zip Code) |
(617) 225-2500
(Registrant’s
telephone number, including area code)
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:
⃞ 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. |
Effective October 16, 2012, the Board of Directors of Dyax Corp. ("Dyax" or the "Company") appointed Marc D. Kozin to serve on the Board of Directors. Mr. Kozin will serve in the class of directors whose terms expire at Dyax's 2013 Annual Meeting of Stockholders.
In addition, the Board has determined that Mr. Kozin will be an independent director as defined by applicable NASDAQ Stock Market standards governing the independence of directors.
Mr. Kozin will receive the standard compensation for outside directors of Dyax, including retainer fees for Board and committee service and stock options.
A press release announcing the appointment of Mr. Kozin as a director, as described above, is attached hereto as Exhibit 99.1.
| Item 9.01. |
Financial Statements and Exhibits. |
| (d) | Exhibits. |
| 99.1 | Press release of Dyax Corp. dated October 16, 2012 announcing the appointment of Mr. Kozin as a director. |
SIGNATURE
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.
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DYAX CORP. |
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Dated: |
October 17, 2012 | By: |
/s/ George Migausky |
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George Migausky, |
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Executive Vice President and |
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Chief Financial Officer |
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EXHIBIT INDEX
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Exhibit |
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No. |
Description |
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| 99.1 |
Press release of Dyax Corp. dated October 16, 2012 announcing the appointment of Mr. Kozin as a director. |
4
Exhibit 99.1
Dyax Corp. Appoints Marc Kozin to Board of Directors
BURLINGTON, Mass.--(BUSINESS WIRE)--October 16, 2012--Dyax Corp. (NASDAQ: DYAX), a developer of novel biotherapeutics for unmet medical needs, announced today the appointment of Marc Kozin to its Board of Directors.
“Marc brings to our Board nearly 30 years of domestic and international experience in strategy consulting and a deep understanding of our industry,” said Henry E. Blair, Chairman of Dyax’s Board of Directors. “His expertise and record of success in advising life sciences companies will provide the Board with a new and valued perspective as we continue to grow our KALBITOR® (ecallantide) business, expand our angioedema portfolio and leverage our Licensing and Funded Research Program.”
For 15 years, Mr. Kozin was North American President of L.E.K. Consulting, a global management consulting firm that uses deep industry expertise and analytical rigor to help clients solve their most critical business problems. Mr. Kozin led the development of L.E.K.’s biopharmaceutical & life sciences practice, where he advised biopharmaceutical leaders on strategic issues facing their organizations, including, acquisition opportunities and target screening, licensing and joint ventures, portfolio optimization, product planning and commercialization, and domestic and global marketing strategies. Mr. Kozin also serves on the boards of Endocyte, Medical Simulation Corporation, UFP Technologies, CrunchTime! Information Systems, Inc. and DukeEngage.
Mr. Kozin received his B.A., magna cum laude, in Economics from Duke University and an M.B.A. with distinction from The Wharton School of the University of Pennsylvania.
About Dyax
Dyax is a fully integrated biopharmaceutical company focused on the discovery, development and commercialization of novel biotherapeutics for unmet medical needs. The Company’s key value drivers are the KALBITOR® (ecallantide) business and the Angioedema Portfolio, as well as the Licensing and Funded Research Program (LFRP).
Dyax developed KALBITOR on its own and, since February 2010, the Company has been selling it in the United States for the treatment of acute attacks of hereditary angioedema (HAE) in patients 16 years of age and older. Outside the United States, the Company has established partnerships to obtain regulatory approval for and commercialization of KALBITOR in certain markets and is evaluating opportunities in others.
The Company is currently developing products to expand its angioedema portfolio, including a diagnostic strategy to identify plasma kallikrein (bradykinin) mediated (PKM) angioedema and a therapeutic candidate, DX-2930, for the prophylactic treatment of PKM angioedema.
KALBITOR and DX-2930 were identified using Dyax’s patented phage display technology, which rapidly selects compounds that bind with high affinity and specificity to therapeutic targets. Dyax leverages this technology broadly through the LFRP. This program has provided the Company a portfolio of product candidates being developed by its licensees.
Dyax is headquartered in Burlington, Massachusetts. For additional information about Dyax, please visit www.dyax.com.
Disclaimer
This press release contains forward-looking statements. Statements that are not historical facts are based on Dyax’s current expectations, beliefs, assumptions, estimates, forecasts and projections about the industry and markets in which Dyax and its licensees compete. The statements contained in this release are not guarantees of future performance and involve certain risks, uncertainties and assumptions, which are difficult to predict. Therefore, actual outcomes and results may differ materially from what is expressed in such forward-looking statements because of uncertainties involved in any future projections, as well as uncertainties associated with various activities and aspects of Dyax’s business. These risks and uncertainties are described or referred to in Item 1A, “Risk Factors” in Dyax’s most recent Annual Report on Form 10-K and other periodic reports filed with the Securities and Exchange Commission. Dyax cautions investors not to place undue reliance on the forward-looking statements contained in this release. These statements speak only as of the date of this release, and Dyax undertakes no obligations to update or revise these statements, except as may be required by law.
Dyax, the Dyax logo, and KALBITOR are registered trademarks of Dyax Corp.
CONTACT:
Dyax Corp.
Jennifer Robinson, 617-250-5741
Associate
Director
Investor Relations and Corporate Communications
jrobinson@dyax.com