Immunomedics 8-K 2017
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): November 7, 2017
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Immunomedics, Inc. (the Company) is filing this Amendment No. 1 (this Amendment) to its Current Report on Form 8-K, originally filed on November 13, 2017 (the Original Report), to correct an administrative error that incorrectly stated the number of shares underlying the options granted to Michael Pehl pursuant to the Executive Employment Agreement by and between Mr. Pehl and the Company, dated November 8, 2017. This Amendment amends and restates in its entirety only those certain paragraphs in Item 1.01 of the Original Report set forth below. The stock options described below were granted by the Company with an effective date of December 7, 2017. Other than the number of shares underlying such options, all of the terms of the stock options are the same as previously reported in the Original Report.
Item 1.01 Entry into a Material Definitive Agreement.
On the Pehl Effective Date, Mr. Pehl will be granted an incentive stock option (the Pehl ISO Agreement) to purchase 119,237 shares of the Companys common stock which will have a seven-year term and an exercise price equal to the fair market value of the Companys common stock based on the closing price of the Companys common stock on the Pehl Effective Date and will be subject to the terms of the Pehl ISO Agreement. Such option will vest as to 25% of the shares underlying the option on the first anniversary of the Pehl Effective Date, and an additional 1/48th of the total number of shares underlying the option on the corresponding day of each month thereafter until the entire option has vested and become exercisable on the fourth anniversary of the Pehl Effective Date, in each case subject to Pehls continued employment on each such vesting date.
On the Pehl Effective Date, Mr. Pehl will also be granted a nonqualified stock option (the Pehl NQSO Agreement) to purchase 320,139 shares of the Companys common stock which will have a seven-year term and an exercise price equal to the fair market value of the Companys common stock based on the closing price of the Companys common stock on the Pehl Effective Date and will be subject to the terms of the Pehl NQSO Agreement. Such option will vest on the same time-based schedule as the Pehl ISO Agreement and based on the performance of the Companys stock price.
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.