- Current report filing (8-K)
October 15 2010 - 10:53AM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
8-K
Current
Report Filed Pursuant to Section 13 or 15(d) of
The
Securities Exchange Act of 1934
Date
of Report
(Date
of earliest event reported): October 14, 2010
Repros
Therapeutics Inc.
(Exact
name of registrant as specified in its charter)
Delaware
|
001-15281
|
76-0233274
|
(State
or other jurisdiction of incorporation or organization)
|
(Commission
File Number)
|
(I.R.S.
Employer Identification No.)
|
2408
Timberloch Place, Suite B-7
The
Woodlands, Texas 77380
(Address
of principal
executive
offices
and
zip code)
|
|
(281)
719-3400
(Registrant’s
telephone
number,
including area code)
|
|
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):
[ ] Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
[ ] Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
[ ] Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
[ ] Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
Item
5.03 Amendments to Articles of Incorporation or Bylaws; Change in
Fiscal Year.
On
October 14, 2010, Repros Therapeutics Inc. (the "Company") filed with the
Secretary of State of Delaware a Certificate of Amendment to the Restated
Certificate of Incorporation of the Company to give effect to a one-for-four
reverse stock split (the "Reverse Split"). The Reverse Split was
effective as of 5:00 p.m., Eastern time, on October 14, 2010. As a
result of the Reverse Split, beginning on October 15, 2010 the Company's symbol
will remain the same but will have a "D" appended to the symbol and will be
listed with the symbol "RPRXD" for 20 trading days. A copy of the
press release announcing the Reverse Split is attached hereto as Exhibit 99.1
and is incorporated herein by reference.
Item
9.01 Financial Statements and Exhibits.
(d)
Exhibits
.
Exhibit
Number
Description
|
3.1(a)
|
Restated
Certificate of Incorporation. Exhibit 3.3 to the Company’s
Registration Statement on Form SB-2 (No. 33-57728-FW), as
amended, is incorporated herein by
reference.
|
|
3.1(b)
|
Certificate
of Amendment to Restated Certificate of Incorporation. Exhibit 3.1 to
the Company’s Current Report on Form 8-K dated May 1, 2006 is
incorporated herein by reference.
|
|
3.1(c)
|
Certificate
of Designation of Series One Junior Participating Preferred Stock
dated September 2, 1999. Exhibit A to Exhibit 4.1 to the
Company’s Registration Statement on Form 8-A as filed with the
Commission on September 3, 1999 is incorporated herein by
reference.
|
|
3.1(d)
|
Certificate
of Amendment to Restated Certificate of Incorporation, dated as of
December 16, 2008. Exhibit 3.1(d) to the Company’s Current
Report on Form 8-K dated December 23, 2008 is incorporated herein by
reference.
|
|
3.1(e)
|
Certificate
of Amendment to Restated Certificate of Incorporation, dated as of
November 18, 2009. Exhibit 3.1(e) to the Company’s Current
Report on Form 8-K dated November 17, 2009 is incorporated herein by
reference.
|
|
3.1(f)*
|
Certificate
of Amendment to Restated Certificate of Incorporation dated October 14,
2010.
|
|
|
|
|
99.1*
|
Press
Release dated October 14, 2010.
|
|
|
|
|
____
|
|
|
*
|
Filed
herewith.
|
|
|
|
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the Company has duly
caused this report to be signed on its behalf by the undersigned hereunto duly
authorized.
|
Repros
Therapeutics Inc.
|
|
|
|
|
|
|
Date:
October 14, 2010
|
|
|
|
By:
|
/s/
Joseph S.
Podolski
|
|
|
Joseph
S. Podolski
|
|
|
President
and Chief Executive
Officer
|
EXHIBIT
INDEX
Exhibit
|
|
Number
|
Description
|
|
|
3.1(a)
|
Restated
Certificate of Incorporation. Exhibit3.3 to the Company’s Registration
Statement on FormSB-2 (No.33-57728-FW), as amended, is incorporated herein
by reference.
|
|
|
3.1(b)
|
Certificate
of Amendment to Restated Certificate of Incorporation. Exhibit3.1 to the
Company’s Current Report on Form8-K dated May1, 2006 is incorporated
herein by reference.
|
|
|
3.1(c)
|
Certificate
of Designation of SeriesOne Junior Participating Preferred Stock dated
September2, 1999. ExhibitA to Exhibit4.1 to the Company’s Registration
Statement on Form8-A as filed with the Commission on September3, 1999 is
incorporated herein by reference.
|
|
|
3.1(d)
|
Certificate
of Amendment to Restated Certificate of Incorporation, dated as of
December16, 2008. Exhibit3.1(d) to the Company’s Current Report on Form8-K
dated December 23, 2008 is incorporated herein by
reference.
|
|
|
3.1(e)
|
Certificate
of Amendment to Restated Certificate of Incorporation, dated as of
November 18, 2009. Exhibit 3.1(e) to the Company’s Current Report on Form
8-K dated November 17, 2009 is incorporated herein by
reference.
|
|
|
3.1(f)*
|
Certificate
of Amendment to Restated Certificate of Incorporation dated October 14,
2010.
|
|
|
99.1*
|
Press
Release dated October 14, 2010.
|
|
|
____
|
|
*
|
Filed
herewith.
|
Repros Therapeutics Inc. (MM) (NASDAQ:RPRXD)
Historical Stock Chart
From Jun 2024 to Jul 2024
Repros Therapeutics Inc. (MM) (NASDAQ:RPRXD)
Historical Stock Chart
From Jul 2023 to Jul 2024