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): June 18, 2009
Akorn, Inc.
(Exact Name of Registrant as Specified in Charter)
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| Louisiana
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001-32360
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72-0717400 |
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(State or Other
Jurisdiction of
Incorporation)
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(Commission
File Number)
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(I.R.S. Employer
Identification Number) |
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1925 West Field Court, Suite 300
Lake Forest, IL
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60045 |
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(Zip Code) |
Registrant’s telephone number, including area code:
(847) 279-6100
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 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 Certain Officers; Election of Directors; Appointment of Certain Officers.
(a) On June 18, 2009, Jerry Treppel notified Akorn, Inc. (the “Company”) that he does not
intend to seek re-election at the annual meeting of stockholders on August 7, 2009. Mr. Treppel
will continue to serve on the Company’s Board of Directors until August 7, 2009.
(b) On June 18, 2009, the Board of Directors of the Company elected Brian Tambi and Steven
Meyer as Directors of the Company. Messrs. Tambi and Meyer will stand for election at the
Company’s 2009 annual meeting of stockholders. Messrs. Tambi and Meyer will be compensated on the
same basis as all other non-management directors of the Company, as described under “Director
Compensation” in the Company’s most recent proxy statement filed with the Securities and Exchange
Commission. In addition, on June 22, 2009 Messrs. Tambi and Meyer were awarded fully vested stock
options to purchase 20,000 shares of the Company’s common stock at an exercise price of $0.94 per
share (the closing price of the Company’s common stock on the grant date). These awards were made
under the Amended and Restated Akorn, Inc. 2003 Stock Option Plan.
Item 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.
Effective as of June 18, 2009, Section 1 of Article II of the Company’s bylaws (“Bylaws”) was
amended pursuant to a Certificate of Amendment to the Bylaws of the Company (“Amendment to Bylaws”)
to increase the number of directors of the Company from seven to nine.
The description of the Amendment to Bylaws herein is only a summary and is qualified in its
entirety by the full text of such document, which is filed as an exhibit hereto and is incorporated
by reference herein.
Item 9.01. Financial Statements and Exhibits.
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Exhibits. See Exhibit Index. |