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 21,
2010
Talon
Therapeutics, Inc.
(Exact
name of registrant as specified in its charter)
Delaware
(State or
other jurisdiction of incorporation)
|
001-32626
|
32-0064979
|
|
(Commission
File Number)
|
(IRS
Employer Identification No.)
|
7000
Shoreline Court, Suite 370
South
San Francisco, CA 94080
(Address
of principal executive offices and Zip Code)
(650)
588-6404
(Registrant’s
telephone number, including area code)
Hana
Biosciences, Inc.
(Former
name or former address, if changed since last report)
Check the
appropriate box below if the Form 8-K is intended to simultaneously satisfy the
filing obligation of the registrant under any of the following
provisions:
¨ 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-14(c) under the Exchange Act (17 CFR
240.13e-4(c))
|
Item
5.02
|
Departure
of Directors or Certain Officers; Election of Directors; Appointment of
Certain Officers; Compensatory Arrangements of Certain
Officers.
|
On December 21, 2010, Talon
Therapeutics, Inc. (the “Company”) amended its 2010 Equity Incentive Plan (the
“2010 Plan”) to increase the number of shares of the Company’s common stock
reserved for issuance thereunder to 8,500,000. In addition, the
Company granted 10-year stock options pursuant to the 2010 Plan to the officers
listed below to purchase the number of shares set forth across from each such
person’s name. Each stock option is exercisable $0.495 per share, the
closing sale price of the Company’s common stock on the date of grant, and vest
in 48 equal monthly installments commencing on the first month anniversary of
the grant date. Each stock option grant is evidenced by a separate stock option
agreement in the Company’s standard form for use under the 2010
Plan.
|
Recipient
(Position)
|
No.
Shares
|
|
Steven
R. Deitcher (President & CEO)
|
1,635,000
|
|
Craig
W. Carlson (Sr. V.P. & CFO)
|
705,000
|
|
Tyler
M. Nielsen (Controller)
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67,500
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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.
| Talon Therapeutics, Inc. | |||
|
Date: December
28, 2010
|
By:
|
/s/ Craig W. Carlson | |
| Craig W. Carlson | |||
|
Sr.
Vice President, Chief Financial Officer
|
|||