Current Report Filing (8-k)
November 17 2017 - 4:16PM
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 17, 2017
Sage Therapeutics, Inc.
(Exact name of registrant as specified in its charter)
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DELAWARE
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001-36544
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27-4486580
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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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215 First Street
Cambridge, MA
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02142
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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 (617) 299-8380
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:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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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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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. ☐
On November 17, 2017, Sage Therapeutics, Inc. (the Company) completed
the sale of 4,058,822 shares of its common stock to the underwriters as part of the Companys previously announced public offering at the public offering price of $85.00 per share, less underwriting discounts and commissions, including the
exercise in full by the underwriters of their option to purchase up to 529,411 additional shares of common stock of the Company (the Offering). The Companys proceeds raised in the offering, after underwriting discounts and
commissions, and before estimated expenses of the offering, were approximately $326.0 million.
On November 17, 2017, the Company issued a press
release announcing the completion of the Offering. A copy of this press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
Item 9.01
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Financial Statements and Exhibits.
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(d) Exhibits
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.
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Date: November 17, 2017
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SAGE THERAPEUTICS, INC.
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By:
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/s/ Anne Marie Cook
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Anne Marie Cook
Senior Vice President, General
Counsel
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