- Current report filing (8-K)
August 05 2010 - 6:02AM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
DC 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):
July 30,
2010
Interleukin
Genetics, Inc.
(Exact
Name of Registrant as Specified in Its Charter)
Delaware
(State or
Other Jurisdiction of Incorporation)
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001-32715
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94-3123681
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(Commission
File Number)
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(IRS
Employer Identification No.)
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135
Beaver Street Waltham, MA
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02452
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(Address
of Principal Executive Offices)
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(Zip
Code)
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(781)
398-0700
(Registrant’s
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 (
see
General
Instruction A.2. below):
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o
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
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o
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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o
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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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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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(b) Effective
as of July 30, 2010, George D. Calvert resigned from the Board of Directors of
Interleukin Genetics, Inc. (the “Company”).
(d) Pursuant
to the Company’s Restated Certificate of Incorporation, as amended (the
“Charter”), the holders of shares of the Company’s Series A Preferred Stock
are entitled to elect up to four directors (the “Series A
Directors”). Mr. Calvert was a Series A Director and pursuant to the
Charter, effective as of July 30, 2010, Catherine Ehrenberger was appointed to
fill the vacancy created by Mr. Calvert’s resignation by the Series A Directors
remaining in office. Ms. Ehrenberger is Vice President - Research &
Development for Access Business Group, LLC, a wholly owned subsidiary of Alticor
Inc. For a description of the related party transactions between the
Company and Alticor, please see the Section entitled “Certain Relationships and
Related Transaction” in the Company’s definitive proxy statement filed with the
SEC on April 30, 2010 (File No. 001-32715), which is incorporated herein by
reference.
SIGNATURE
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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Interleukin
Genetics, Inc.
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(Registrant)
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Date:
August 5, 2010
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/s/
ELIOT M. LURIER
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Eliot
M. Lurier
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Chief
Financial Officer
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(Signature)
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