Current Report Filing (8-k)
February 21 2017 - 4:25PM
Edgar (US Regulatory)
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):
February 16, 2017
ALBANY MOLECULAR RESEARCH, INC.
(Exact Name of Registrant as Specified in Charter)
Delaware
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001-35622
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14-1742717
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(State or other jurisdiction
of incorporation)
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(Commission
File Number)
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(IRS Employer
Identification No.)
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26 Corporate Circle, Albany, NY
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12212
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(Address of principal executive offices)
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(Zip Code)
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Registrant’s telephone number, including
area code:
(518) 512-2000
(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) :
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¨
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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¨
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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¨
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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¨
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Item
2.02
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Results
of Operations and Financial Conditions
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On February 21, 2017, Albany Molecular
Research, Inc. (the “Company”) issued a press release announcing its financial results for the fourth quarter and full
year ended December 31, 2016. That release referred to certain attached financial highlights for the fourth quarter and full year
ended December 31, 2016. The full text of the press release, including the financial tables referred to within the release, which
were posted on the Company’s internet website, is furnished in Exhibit 99.1 hereto and is incorporated by reference herein.
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Item 5.02
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Departure of Directors or Certain Officers; Election
of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
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On February 16, 2017, Arthur J. Roth and Una S. Ryan informed
the Board of Directors (the “Board of Directors”) of the Company that
they will not stand for re-election when their current terms expire at the Company’s 2017 Annual Meeting of Stockholders
due to their intention to retire from the Board of Directors and the respective Board committees on which each serves, effective
May 31, 2017.
There were no disagreements between
either Mr. Roth or Dr. Ryan and the Company related to the Company’s operations, policies or procedures that caused the resignation.
Item 9.01
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Financial Statement and Exhibits
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99.1
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Press
release and financial tables dated February 21, 2017, issued by Albany Molecular Research, Inc.
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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.
Date: February 21, 2017
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ALBANY MOLECULAR RESEARCH, INC.
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By:
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/s/ Felicia Ladin
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Senior Vice President, Chief Financial Officer and Treasurer
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