Current Report Filing (8-k)
September 12 2019 - 7:10AM
Edgar (US Regulatory)
0000792977
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NASDAQ
0000792977
2019-09-11
2019-09-12
iso4217:USD
xbrli:shares
iso4217:USD
xbrli:shares
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):
September 12, 2019
AMAG PHARMACEUTICALS, INC.
(Exact name of registrant as specified in its
charter)
Delaware
(State or other jurisdiction of incorporation)
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001-10865
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04-2742593
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(Commission File Number)
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(IRS Employer Identification No.)
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1100 Winter Street
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Waltham, Massachusetts
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02451
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(Address of principal executive offices)
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(Zip Code)
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(617) 498-3300
(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:
☐
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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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Securities registered pursuant to Section 12(b)
of the Act:
Title of each class
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Trading Symbol(s)
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Name of each exchange on which registered
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Common Stock, par value $0.01 per share
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AMAG
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NASDAQ Global Select Market
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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 8.01. Other Events.
On September 12, 2019, AMAG Pharmaceuticals,
Inc. (the “Company”) issued a press release presenting a letter to its shareholders regarding Caligan Partners LP’s
solicitation of written consents from the Company’s shareholders. A copy of the Company’s press release is attached
hereto as Exhibit 99.1 and is incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits.
(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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AMAG PHARMACEUTICALS, INC.
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By:
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/s/ Joseph D. Vittiglio
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Joseph D. Vittiglio
Executive Vice President, General Counsel,
Quality & Corporate Secretary
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Date: September 12, 2019
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