- Amended Current report filing (8-K/A)
May 24 2010 - 1:39PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K/A
(Amendment No. 1)
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
Date of Report (Date of Earliest Event Reported):
April 20, 2010
AVI BioPharma, Inc.
(Exact name of registrant as specified in its charter)
Oregon
|
|
001-14895
|
|
93-0797222
|
(State or other
|
|
(Commission File
Number)
|
|
(I.R.S. Employer
|
jurisdiction of
|
|
|
|
Identification
No.)
|
incorporation)
|
|
|
|
|
3450 Monte Villa Parkway, Suite 101
Bothell, WA 98021
(Address of principal executive offices)
(425) 354-5038
Registrants telephone number, including area code
(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:
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))
EXPLANATORY
NOTE
On April 22, 2010,
AVI BioPharma, Inc. (the Company) filed a Current Report on Form 8-K (the
Original Form 8-K) to announce, among other things, the acceleration
of the vesting of certain options held
by Leslie Hudson Ph.D., the Companys former Chief Executive Officer and
President. Such acceleration occurred
automatically upon Dr. Hudsons termination without cause in accordance
with the Employment Agreement dated February 8, 2008 between the Company
and Dr. Hudson (the
Employment
Agreement
).
The purpose of this
Amendment No.1 on Form 8-K/A is to correct the disclosure contained in the
Original Form 8-K relating to the number of previously granted options
that became fully vested and exercisable as of April 20, 2010.
Item
5.02.
Departure
of Directors or Certain Officers; Election of Directors; Appointment of Certain
Officers; Compensatory Arrangements of Certain Officers.
The following table
identifies the options held by Dr. Hudson as of April 20, 2010, the
vesting of all of which was automatically accelerated upon the effective date
of his termination without cause in accordance with Dr. Hudsons Employment
Agreement:
Date of Option
Grant
|
|
Number of
Shares Subject
to the Option
|
|
Exercise
Price
|
|
Number of
Options Vested
as of April 20,
2010
|
|
Number of
Unvested Options
Accelerated as of
April, 20, 2010
|
|
Termination of
Exercise Period
|
|
February 8,
2008
|
|
667,000
|
|
$
|
1.09
|
|
333,500
|
|
333,500
|
|
October 20, 2010
|
|
February 10,
2009
|
|
350,000
|
|
$
|
0.92
|
|
116,667
|
|
233,333
|
|
October 20, 2010
|
|
February 9,
2010
|
|
600,000
|
|
$
|
1.45
|
|
0
|
|
600,000
|
|
October 20, 2010
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total
|
|
1,617,000
|
|
|
|
450,167
|
|
1,166,833
|
|
October 20,1010
|
|
Item
9.01. Financial Statements and Exhibits.
(d)
Exhibits
Exhibit
No.
|
|
Description
|
3.1
|
|
First Amendment to the
First Restated Bylaws of AVI BioPharma, Inc. (incorporated by reference
to Exhibit 3.1 filed with the Original Form 8-K)
|
|
|
|
10.1
|
|
Settlement Agreement
dated April 20, 2010 among the Company and the Shareholder Group
(incorporated by reference to Exhibit 10.1 filed with the Original
Form 8-K)
|
|
|
|
10.2
|
|
Separation Agreement
dated April 20, 2010 between Leslie Hudson and the Company (incorporated
by reference to Exhibit 10.2 filed with the Original Form 8-K)
|
2
SIGNATURES
Pursuant to the
requirements of Section 13 or 15(d) of the Securities Exchange Act of
1934, as amended, the registrant has duly caused this report to be signed on
its behalf by the undersigned, thereunto duly authorized, in the City of Bothell,
State of Washington, on May 24, 2010.
|
AVI
BioPharma, Inc.
|
|
|
|
By:
|
/s/ J. David Boyle II
|
|
|
|
|
|
J. David Boyle II
|
|
|
Interim
President and Chief Executive Officer, and
Senior Vice President and Chief Financial Officer
|
3
EXHIBIT INDEX
Exhibit
No.
|
|
Description
|
3.1
|
|
First Amendment to the
First Restated Bylaws of AVI BioPharma, Inc. (incorporated by reference
to Exhibit 3.1 filed with the Original Form 8-K)
|
|
|
|
10.1
|
|
Settlement Agreement
dated April 20, 2010 among the Company and the Shareholder
Group(incorporated by reference to Exhibit 10.1 filed with the Original
Form 8-K)
|
|
|
|
10.2
|
|
Separation Agreement
dated April 20, 2010 between Leslie Hudson and the Company (incorporated
by reference to Exhibit 10.2 filed with the Original Form 8-K)
|
4
Avi Biopharma (NASDAQ:AVII)
Historical Stock Chart
From May 2024 to Jun 2024
Avi Biopharma (NASDAQ:AVII)
Historical Stock Chart
From Jun 2023 to Jun 2024