TRGT » Topics » Registrants telephone number, including area code

This excerpt taken from the TRGT 8-K filed Dec 9, 2009.

Registrant’s 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:

 

¨ 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 1.01. Entry into a Material Definitive Agreement.
This excerpt taken from the TRGT 8-K filed Dec 8, 2009.

Registrant’s 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:

 

¨ 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.

(e) On December 2, 2009, the Board of Directors (the “Board”) of Targacept, Inc. (the “Company”), acting upon the recommendation of the Board’s Compensation Committee, awarded a special bonus to J. Donald deBethizy, President and Chief Executive Officer, and authorized Dr. deBethizy to award within specified parameters a special bonus to each of the Company’s other executive officers, including its named executive officers. The special bonuses were awarded in recognition of the contributions by the Company’s executive officers to the overall performance and achievement of the Company during 2009 and are in addition to amounts to be awarded for 2009 under the Company’s annual incentive award program. The respective amounts awarded to the Company’s executive officers are set forth below.

 

J. Donald deBethizy      President and Chief Executive Officer    $ 100,000
Peter A. Zorn      Vice President, Legal Affairs, General Counsel and Secretary    $ 75,000
Jeffrey P. Brennan      Vice President, Business and Commercial Development    $ 65,000
Geoffrey C. Dunbar      Vice President, Clinical Development and Regulatory Affairs    $ 60,000
Alan A. Musso      Vice President, Chief Financial Officer and Treasurer    $ 60,000
Merouane Bencherif      Vice President, Preclinical Research    $ 50,000
William C. Caldwell      Vice President, Drug Discovery and Development    $ 50,000


This excerpt taken from the TRGT 8-K filed Dec 3, 2009.

Registrant’s 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:

 

¨ 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 8.01. Other Events.

On December 3, 2009, Targacept, Inc. and AstraZeneca issued a joint press release announcing the formation of a collaboration and license agreement for the global development and commercialization of TC-5214, Targacept’s late-stage investigational product for major depressive disorder. The full text of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K.

 

Item 9.01. Financial Statements and Exhibits.

 

  (d) Exhibits

The following exhibit is filed with this report:

 

Exhibit
Number

 

Description

99.1   Press release dated December 3, 2009


This excerpt taken from the TRGT 8-K filed Nov 5, 2009.

Registrant’s 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:

 

¨ 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 2.02 Results of Operations and Financial Condition.

On November 5, 2009, Targacept, Inc. issued a press release announcing its financial results for the third quarter ended September 30, 2009. The full text of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.

The information in this Current Report on Form 8-K (including Exhibit 99.1) shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing.

 

Item 9.01 Financial Statements and Exhibits.
This excerpt taken from the TRGT 8-K filed Oct 16, 2009.

Registrant’s 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:

 

¨ 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 8.01. Other Events.

On October 15, 2009, Geoffrey C. Dunbar, M.D., Vice President, Clinical Development and Regulatory Affairs of Targacept, Inc. (“Targacept”), presented data from Targacept’s completed Phase 2b clinical trial of TC-5214 as an augmentation treatment for major depressive disorder at the Nicotinic Acetylcholine Receptors as Therapeutic Targets Symposium (the “Symposium”), a satellite meeting of the 39th annual meeting of the Society for Neuroscience. The slide presentation made at the Symposium by Dr. Dunbar is attached to this Current Report on Form 8-K as Exhibit 99.1. A related press release issued by Targacept is attached to this Current Report on Form 8-K as Exhibit 99.2.

 

Item 9.01. Financial Statements and Exhibits.

 

  (d) Exhibits

The following exhibits are filed with this report:

 

Exhibit Number

  

Description

99.1    Slide presentation made at the Nicotinic Acetylcholine Receptors as Therapeutic Targets Symposium on October 15, 2009
99.2    Press release dated October 15, 2009


This excerpt taken from the TRGT 8-K filed Sep 25, 2009.

Registrant’s 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:

 

¨ 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 1.01 Entry into a Material Definitive Agreement.

Targacept, Inc. (“Targacept”) and University of South Florida Research Foundation, Inc. (“USFRF”) entered into an amendment to the Amended and Restated License Agreement between Targacept and USFRF dated March 9, 2004 (the “Agreement”) effective September 21, 2009 (the “Amendment”). As amended by the Amendment, the Agreement no longer provides for USFRF to have the right to convert Targacept’s exclusive license under the Agreement to patent rights of USFRF related to Targacept’s product candidate TC-5214 to a non-exclusive license if Targacept has not filed a new drug application or foreign equivalent for a product covered by the licensed patent rights by December 31, 2012 or any other particular date. The Amendment also: (1) clarifies that reimbursement of certain patent-related expenses received by Targacept, if any, from a potential future sublicensee for a sublicense to the licensed patent rights would be excluded from those amounts that Targacept is obligated to pay a percentage of to USFRF; (2) clarifies that amounts based on the achievement of milestone events received by Targacept, if any, from a potential future sublicensee for a sublicense to the licensed patent rights would be included in those amounts that Targacept is obligated to pay a percentage of to USFRF; and (3) makes other technical or clarifying amendments.


This excerpt taken from the TRGT 8-K filed Aug 11, 2009.

Registrant’s 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:

 

¨ 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 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.

Effective August 6, 2009, the Board of Directors of Targacept, Inc. (the “Company”) adopted amendments to Article VII, Section 2 (related to stock transfers) and Article VII, Section 5 (related to lost stock certificates) of the Company’s bylaws. The amendments address more specifically the process for transferring uncertificated shares of the Company’s stock and the Company’s ability to issue uncertificated shares to replace any Company stock certificate that is lost or destroyed.

The foregoing description of the amendments is qualified in its entirety by reference to the Company’s bylaws, as amended and restated January 9, 2009 and further amended effective as of August 6, 2009, which are filed as Exhibit 3.1 to this Current Report on Form 8-K.

 

Item 9.01. Financial Statements and Exhibits.

 

  (d) Exhibits

The following exhibit is filed with this report:

 

Exhibit

Number

 

Description

3.1   Bylaws of Targacept, Inc., as amended and restated January 9, 2009 and further amended effective as of August 6, 2009

 

 


This excerpt taken from the TRGT 8-K filed Aug 5, 2009.

Registrant’s 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:

 

¨ 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 2.02 Results of Operations and Financial Condition.

On August 5, 2009, Targacept, Inc. issued a press release announcing its financial results for the second quarter ended June 30, 2009. The full text of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.

The information in this Current Report on Form 8-K (including Exhibit 99.1) shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing.

 

Item 9.01 Financial Statements and Exhibits.

 

  (d) Exhibits

The following exhibit is furnished with this report:

 

Exhibit
Number

  

Description

99.1    Press release dated August 5, 2009


This excerpt taken from the TRGT 8-K filed Jul 15, 2009.

Registrant’s 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:

 

¨ 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 8.01 Other Events.

On July 15, 2009, Targacept, Inc. issued a press release announcing positive top-line results from a Phase 2b clinical trial of TC-5214 as an augmentation treatment for major depressive disorder. The full text of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K.

 

Item 9.01 Financial Statements and Exhibits.

 

  (d) Exhibits

 

Exhibit
Number

  

Description

99.1   

Press release dated July 15, 2009

 


This excerpt taken from the TRGT 8-K filed Jul 8, 2009.

Registrant’s 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:

 

¨ 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 1.01 Entry into a Material Definitive Agreement.

On July 8, 2009, Targacept, Inc. (“Targacept”) and AstraZeneca AB (“AstraZeneca”) entered into an amendment to their Collaborative Research and License Agreement dated December 27, 2005, as amended (the “Agreement”). The amendment provides for (1) AstraZeneca to make a $10 million milestone payment to Targacept as a result of the achievement of the objective in the completed Phase 2 study of AZD3480 (TC-1734) funded by Targacept in attention deficit/hyperactivity disorder, or ADHD, in adults and (2) reduced amounts that would become payable to Targacept by AstraZeneca in the future if contingent milestone events for AZD3480 are achieved for ADHD and not also achieved for another target indication under the Agreement. AstraZeneca has agreed to make the $10 million milestone payment referenced above on or before the fifth business day after the date of the amendment. Targacept remains eligible under the Agreement to receive additional payments of $103 million if development, regulatory and first commercial sale milestone events are achieved for AZD3480 only in ADHD. The amendment does not change the stepped double-digit royalties that Targacept is entitled to receive under the Agreement on any future sales of AZD3480 in any indication.

 

Item 8.01 Other Events.

On July 8, 2009, Targacept issued a press release regarding (1) AstraZeneca’s plans to conduct further development of AZD3480 for ADHD and, for Alzheimer’s disease, to prioritize development of AZD1446 (TC-6683) over further development of AZD3480 and (2) amended financial terms of the Agreement. The full text of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K.

 

Item 9.01 Financial Statements and Exhibits.

 

  (d) Exhibits

 

Exhibit
Number

 

Description

99.1

  Press release dated July 8, 2009


This excerpt taken from the TRGT 8-K filed Jun 16, 2009.

Registrant’s 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:

 

¨ 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.

(e) On March 18, 2009, the Board of Directors (the “Board”) of Targacept, Inc. (the “Company”) approved, conditioned on the approval of the stockholders of the Company, an amendment to the Targacept, Inc. 2006 Stock Incentive Plan, as amended and restated through November 28, 2007 (the “Plan”), to increase both the aggregate number of shares of the Company’s common stock issuable under the Plan and the maximum number of shares that may be issued pursuant to incentive stock options granted under the Plan by 2,920,000 shares (the “Amendment”), in each case subject to adjustments as described in the Plan. On June 10, 2009, the Company’s stockholders approved the Amendment at the Company’s 2009 annual meeting of stockholders.

The Plan, as amended by the Amendment, is referred to in this report as the “Amended Plan.” The maximum number of shares that may be issued pursuant to: (1) awards granted under the Amended Plan may not exceed the sum of (a) 5,620,000 shares, plus (b) no more than 30,968 shares remaining available for issuance as of the effective date of the Amended Plan under the Targacept, Inc. 2000 Equity Incentive Plan, as amended and restated, or any other prior plan established by the Company (each, a “Prior Plan”), plus (c) no more than 1,631,110 shares if and to the extent that any of such shares are subject to a Prior Plan award that is forfeited, cancelled, terminated, expires or lapses for any reason without the issuance of shares; and (2) incentive stock options granted under the Amended Plan is 7,282,078 shares (or such lesser number of shares as may be issuable under the Amended Plan). The number of shares reserved for issuance under the Amended Plan and the terms of awards may be adjusted in the event of certain adjustments in the capital structure of the Company or an affiliate (for instance, due to a merger, stock split, stock dividend or similar event).

The Amended Plan is administered by the Compensation Committee of the Board, unless the Board elects to administer the Amended Plan in whole or in part. The Board and the Compensation Committee are referred to in this report collectively as the “Administrator.” The Administrator has authority to take any action with respect to the Amended Plan, including the discretion to determine what effect, if any, a change in control (as defined in the Amended Plan) may have on awards. In certain circumstances, the Administrator may delegate to one or more of the Company’s officers the authority to grant awards and take certain related actions (subject to certain restrictions). However, only the Board has authority to grant discretionary awards to non-employee directors.

Awards that may be granted under the Amended Plan include: (a) stock options in the form of incentive stock options and nonqualified stock options; (b) stock appreciation rights; (c) restricted awards in the form of restricted stock awards and restricted stock units; (d) performance awards in the form of performance shares and performance units; (e) phantom stock awards; (f) formulaic nonqualified stock options for non-employee directors; and (g) dividend equivalent awards. As of the date of this report, the Company has only granted stock options under the Amended Plan. No awards may be granted under the Amended Plan after April 9, 2016, and awards that are outstanding as of that date (or any earlier termination date for the Plan established by the Board) will continue in accordance with their terms, unless otherwise provided in the Plan or an award agreement.

The Amended Plan may be amended, altered or terminated at any time by the Board, except to the extent stockholder approval is required by applicable law, rule or regulation. Except for anti-dilution adjustments, the exercise price for any outstanding option may not be decreased after the date of grant, nor may any outstanding option granted under the Amended Plan be surrendered to the Company as consideration for the grant of a new option with a lower exercise price than the original option, without stockholder


approval. In addition, the Administrator may amend, alter or terminate any award, although no such action may be taken without the recipient’s consent if the recipient’s rights with respect to the award would be materially adversely affected. The Administrator may also cause any award to be canceled in consideration of an alternative award or cash payment of an equivalent cash value (as determined by the Administrator).

The foregoing brief description of the terms of the Amended Plan is qualified by reference to the entire Amended Plan, which is Exhibit 99.1 to this report.

 

Item 9.01 Financial Statements and Exhibits.

 

  (d) Exhibits

 

Exhibit
Number

  

Description

99.1

   Targacept, Inc. 2006 Stock Incentive Plan, as amended and restated through November 28, 2007 and further amended effective June 10, 2009 (incorporated by reference to Appendix A to the Company’s Definitive Proxy Statement for its 2009 annual meeting of stockholders filed on Schedule 14A with the Securities and Exchange Commission on April 23, 2009)


This excerpt taken from the TRGT 8-K filed May 11, 2009.

Registrant’s 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:

 

¨ 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 2.02 Results of Operations and Financial Condition.

On May 11, 2009, Targacept, Inc. issued a press release announcing its financial results for the first quarter ended March 31, 2009. The full text of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.

The information in this Current Report on Form 8-K (including Exhibit 99.1) shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing.

 

Item 9.01 Financial Statements and Exhibits.

 

  (d) Exhibits

The following exhibit is furnished with this report:

 

Exhibit
Number

  

Description

99.1

   Press release dated May 11, 2009


This excerpt taken from the TRGT 8-K filed May 11, 2009.

Registrant’s 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:

 

¨ 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 8.01 Other Events.

On May 11, 2009, Targacept, Inc. issued a press release announcing top-line results from a Phase II study of AZD3480 (TC-1734) in adults with attention deficit/hyperactivity disorder. The full text of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K.

 

Item 9.01 Financial Statements and Exhibits.

 

  (d) Exhibits

 

Exhibit
Number

  

Description

99.1

   Press release dated May 11, 2009


This excerpt taken from the TRGT 8-K filed Feb 12, 2009.

Registrant’s 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:

 

¨ 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 2.02 Results of Operations and Financial Condition.

On February 12, 2009, Targacept, Inc. issued a press release announcing its financial results for the fourth quarter and year ended December 31, 2008. The full text of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.

The information in this Current Report on Form 8-K (including Exhibit 99.1) shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing.

 

Item 9.01 Financial Statements and Exhibits.

 

  (d) Exhibits

The following exhibit is furnished with this report:

 

Exhibit
Number

 

Description

99.1   Press release dated February 12, 2009


This excerpt taken from the TRGT 8-K filed Dec 8, 2008.

Registrant’s 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:

 

¨ 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 8.01 Other Events.

On December 8, 2008, Targacept, Inc. issued a joint press release with its strategic collaborator AstraZeneca announcing top-line results from the Phase 2b clinical trial of AZD3480 (TC-1734) in cognitive dysfunction in schizophrenia conducted by AstraZeneca and a press release announcing a conference call to be held by Targacept to discuss the results and provide an update regarding Targacept’s business outlook and announcing updated guidance. The full texts of the press releases are attached as Exhibits 99.1 and 99.2 to this Current Report on Form 8-K.

 

Item 9.01 Financial Statements and Exhibits.

 

  (d) Exhibits

 

Exhibit
Number

  

Description

99.1    Press release dated December 8, 2008 announcing top-line results
99.2    Press release dated December 8, 2008 announcing conference call and updating guidance


This excerpt taken from the TRGT 8-K filed Nov 6, 2008.

Registrant’s 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:

 

¨ 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 2.02 Results of Operations and Financial Condition.

On November 6, 2008, Targacept, Inc. issued a press release relating to its financial results for the third quarter ended September 30, 2008. The full text of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.

The information in this Current Report on Form 8-K (including Exhibit 99.1) shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act except as expressly set forth by specific reference in such a filing.

 

Item 9.01 Financial Statements and Exhibits.

 

  (d) Exhibits

The following exhibit is furnished with this report:

 

Exhibit
Number

  

Description

99.1

   Press release dated November 6, 2008


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