SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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): February 17, 2010
TRANSDEL PHARMACEUTICALS, INC.
(Exact Name of Registrant as Specified in Charter)
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Delaware
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000-52998
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45-0567010 |
(State of Incorporation)
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(Commission File Number)
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(I.R.S. Employer Identification No.) |
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4225 Executive Square, Suite 485, La Jolla, California
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92037 |
(Address of Principal Executive Offices)
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(Zip Code) |
Registrants telephone number, including area code: (858) 457-5300
Not Applicable
(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):
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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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)) |
Item 5.02 Departure of Directors of Certain Officers; Election of Directors; Appointment of
Certain Officers; Compensatory Arrangements of Certain Officers.
The Board of Directors (the Board) of Transdel Pharmaceuticals, Inc. (the Company)
accepted the resignation of Dr. Juliet Singh as Chief Executive Officer of the Company and as a
director on the Board, effective February 17, 2010. The Board appointed Jeffrey J. Abrams, M.D. as
Chairman of the Board. The Board also appointed John T. Lomoro, the Companys current Chief
Financial Officer, as acting Chief Executive Officer. Mr. Lomoro will also serve as the Companys
principal executive officer.
In connection with Dr. Singhs resignation, the Company and Dr. Singh entered into a
separation agreement that provides Dr. Singh with one year of continued salary in accordance with
the terms of her existing employment agreement as well as the accelerated vesting of 300,000 stock
options previously granted. In addition, Dr. Singh will have three years from the date of her
resignation to exercise her vested options. The separation agreement also includes a mutual
release of claims.
The Company and Dr. Singh also entered into a consulting agreement, which provides that Dr.
Singh has agreed to provide consulting services to the Company at the direction of the Board. Dr.
Singh will be entitled to $5,000 per month for her consulting services.
The press release issued by the Company on February 18, 2010 is furnished as Exhibit 99.1.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
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Exhibit No. |
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Description |
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99.1
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Press Release, dated February 18, 2010. |