Current Report Filing (8-k)
November 27 2019 - 4:24PM
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): November 21, 2019
CATALYST PHARMACEUTICALS, INC.
(Exact Name Of Registrant As Specified In Its Charter)
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Delaware
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001-33057
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76-0837053
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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 No.)
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355 Alhambra Circle
Suite 1250
Coral Gables,
Florida
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33134
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(Address of principal executive offices)
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(Zip Code)
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Registrants telephone number, including area code: (305)
420-3200
Not Applicable
Former Name or Former address, if changed since last report
Securities registered pursuant to Section 12(b) of the Act:
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Title of Each Class
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Name of Exchange
on Which Registered
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Ticker
Symbol
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Common Stock, par value $0.001 per share
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NASDAQ Capital Market
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CPRX
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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:
☐
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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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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this
Chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging Growth Company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or
revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 5.03
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Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year
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On November 21, 2019, the Board of Directors (the Board) of Catalyst Pharmaceuticals, Inc. (the Company) adopted an
amendment (the Amendment) to the Companys Bylaws. The Amendment became effective upon adoption.
The Amendment adopts majority
voting for members of the Board of Directors on a going-forward basis. In uncontested elections of directors, beginning with the 2020 annual meeting of stockholders, Board members shall be elected by a majority of the votes cast by the holders of
shares entitled to vote in the election of directors at such meeting. For contested elections, Board members shall continue to be elected by a plurality of the votes cast by the holders of shares entitled to vote in the election of directors at such
meeting.
The foregoing description of the Amendment does not purport to be complete and is qualified by reference to the Amendment, which is attached as
Exhibit 3.1 to this Current Report on Form 8-K and incorporated herein by reference.
Item 9.01
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Financial Statements and Exhibits.
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2
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
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Catalyst Pharmaceuticals, Inc.
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By:
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/s/ Alicia Grande
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Alicia Grande
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Vice President, Treasurer and CFO
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Dated: November 27, 2019
3
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