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): October 18, 2013
ARATANA THERAPEUTICS, INC.
(Exact name of registrant as specified in its charter)
| Delaware | 001-35952 | 38-3826477 | ||
| (State or other jurisdiction of incorporation or organization) |
(Commission File Number) |
(I.R.S. Employer Identification No.) |
| 1901 Olathe Blvd., Kansas City, KS 66103 | 66103 | |
| (Address of principal executive offices) | (Zip Code) |
Registrant’s telephone number, include area code:
(913) 951-2132
(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):
| ¨ | 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 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On October 18, 2013, the Board of Directors (the “Board”) of Aratana Therapeutics, Inc. (the “Company”) determined to increase the number of directors constituting the Board to eight and to elect Wendy L. Yarno as a Class I director of the Company. Ms. Yarno has been appointed to serve on the Compensation Committee and the Nominating and Corporate Governance Committee of the Board. Ms. Yarno will replace Linda Rhodes on the Nominating and Corporate Governance Committee.
Ms. Yarno will participate in the Company’s standard compensation program for non-employee directors, including an annual retainer of $30,000, an additional annual retainer of $5,000 and $3,500 for her service on the Compensation Committee and Nominating and Corporate Governance Committee, respectively, and an initial award of options to purchase 13,237 shares of the Company’s common stock (the “Initial Award”). The Initial Award has an exercise price equal to $28.04, the fair market value of a share of the Company’s common stock on the date of grant, and will vest and become exercisable in equal installments on each of the first four anniversaries of the date of grant, subject to Ms. Yarno’s continued service on the Board through each such vesting date.
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.
| ARATANA THERAPEUTICS, INC. | ||||
| Date: October 21, 2013 | By: | /s/ Steven St. Peter | ||
| Steven St. Peter, M.D. | ||||
| President and Chief Executive Officer | ||||