Current Report Filing (8-k)
December 04 2019 - 3:14PM
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): December 4, 2019
DECIPHERA PHARMACEUTICALS, INC.
(Exact name of registrant as specified in its charter)
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Delaware
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001-38219
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30-1003521
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(State or other jurisdiction
of Incorporation)
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(Commission
File Number)
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(IRS Employer
Identification Number)
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200 Smith Street
Waltham, MA
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02451
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(Address of registrants principal executive office)
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(Zip code)
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(781) 209-6400
(Registrants 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:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 203.425)
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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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Securities registered pursuant to Section 12(b) of the Act:
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Title of each class
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Trading Symbol
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Name of exchange on which
registered
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Common Stock, $0.01 Par Value
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DCPH
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The 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 or Rule 12b-2 of the Securities Exchange Act of 1934.
Emerging growth company
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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 5.02
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Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers;
Compensatory Arrangements of Certain Officers.
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(d) On December 4, 2019, the Board of Directors (the Board) of
Deciphera Pharmaceuticals, Inc. (the Company), upon the recommendation of the Nominating and Corporate Governance Committee, appointed Ron Squarer to the Board, effective December 4, 2019. Mr. Squarer will serve as a
Class I director of the Company, to hold office until the date of the annual meeting of stockholders following the year ending December 31, 2020 or until his earlier death, resignation or removal.
Pursuant to the Companys Non-Employee Director Compensation Policy (the Policy), the Board
granted Mr. Squarer an option to purchase 24,000 shares of the Companys common stock at an exercise price equal to the closing market price per share of the Companys common stock on the NASDAQ Stock Market on the date of grant. The
options will vest in equal monthly installments over a three-year period, subject to Mr. Squarers continued service on the Board.
Mr. Squarer has entered into the Companys standard form of indemnification agreement, which is filed as Exhibit 10.4 to Amendment No. 3 to the
Companys Registration Statement on Form S-1 filed on September 22, 2017.
There are no
arrangements or understandings between Mr. Squarer and any other person pursuant to which Mr. Squarer was appointed as a member of the Board. There are no family relationships between Mr. Squarer, on the one hand, and any director,
executive officer or any other person nominated or chosen by the Company to become a director or executive officer, on the other. There are no related person transactions (within the meaning of Item 404(a) of
Regulation S-K promulgated by the Securities and Exchange Commission) between Mr. Squarer, on the one hand, and the Company, on the other.
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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: December 4, 2019
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DECIPHERA PHARMACEUTICALS, INC.
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By:
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/s/ Steven L. Hoerter
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Steven L. Hoerter
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President and Chief Executive Officer
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