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): July 15, 2019

 

Crinetics Pharmaceuticals, Inc.

(Exact name of registrant as specified in its charter)

 

 

10222 Barnes Canyon Road, Bldg #2

San Diego, California 92121

(858) 450-6464

(Address, Including Zip Code, and Telephone Number, Including Area Code, of Registrant’s Principal Executive Offices)

N/A

(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 obligations of the registrant under any of the following provisions:

 

 

 

 

Securities registered pursuant to Section 12(b) of the Act:

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR § 230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR § 240.12b-2).

Emerging growth company  ☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ☒

 

 

 

 

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Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On July 15, 2019, upon the recommendation of the Nominating and Corporate Governance Committee of the Board of Directors (the “Board”) of Crinetics Pharmaceuticals, Inc. (the “Company”), and pursuant to the amended and restated bylaws of the Company, the Board approved an increase in its authorized size from six members to seven members and appointed Stephanie S. Okey to fill the vacancy created by such increase and serve as a Class II director, with an initial term expiring at the Company’s 2020 annual meeting of stockholders. In connection with her appointment to the Board, Ms. Okey was also appointed to the Nominating and Corporate Governance Committee of the Board.

Pursuant to the Company’s non-employee director compensation program, Ms. Okey (i) will receive an annual cash retainer of $40,000 for service on the Board and an additional annual retainer of $3,750 for service as a member of the Nominating Committee, and (ii) was granted on the date of her appointment an option to purchase 25,000 shares of the Company’s common stock, which vests over three years in three equal annual installments on each of the first three anniversaries of the grant date. Ms. Okey has also entered into the Company’s standard form of Indemnification Agreement, the form of which was filed as Exhibit 10.9 to the Company's Annual Report on Form 10-K, filed with the SEC on March 13, 2019, and incorporated herein by reference.

There is no arrangement or understanding between Ms. Okey and any other person pursuant to which Ms. Okey was appointed as a director. Ms. Okey is not a party to any transaction that would require disclosure under Item 404(a) of Regulation S-K promulgated under the Securities Act of 1933, as amended. The Board has determined that Ms. Okey is an independent director in accordance with the listing requirements of the Nasdaq Global Select Market.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

 

 

1

 

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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.

 

 

 

2

Exhibit 99.1

 

 

Crinetics Pharmaceuticals Appoints Stephanie Okey to Board of Directors

 

SAN DIEGO, July 16, 2019 – Crinetics Pharmaceuticals, Inc. (Nasdaq: CRNX), a clinical stage pharmaceutical company focused on the discovery, development and commercialization of novel therapeutics for rare endocrine diseases and endocrine-related tumors, today announced the appointment of Stephanie S. Okey, M.S. to its board of directors as an independent board member.

 

“Stephanie’s extensive experience with the regulatory approval process, launch and commercialization of rare and orphan disease products makes her a valuable addition to our board,” said Scott Struthers, Ph.D., President and Chief Executive Officer of Crinetics. “Her deep knowledge of biotechnology and rare diseases coupled with her enthusiasm for helping to improve the lives of patients will complement our organization as we advance our candidates through clinical trials.”

 

Ms. Okey has extensive leadership and management experience in the life sciences industry and has contributed to the commercialization of a number of rare disease products. Her professional experience includes roles in field sales and marketing at Bristol Laboratories and Genentech, Inc. Later, she spent 19 years with Genzyme in roles of increasing responsibility in sales, sales leadership and general management before being appointed as Senior Vice President, Head of North America and U.S. General Manager of Rare Diseases. Her significant endocrine experience was gained at both Genentech, Inc. and Genzyme, where she held responsibility for six businesses including Gaucher Disease and MPS1, Fabry Disease, Pompe and neuromuscular diseases, cardiovascular diseases, endocrine diseases, and Leukine and immunologic diseases. She currently serves on the boards of directors of PTC Therapeutics, Inc. and Albireo Pharma, Inc., both publicly traded biopharmaceutical companies. In addition, she was previously a member of the board of directors of the California Life Sciences Association. Ms. Okey holds a B.S. in Zoology from The Ohio State University, a M.S. in Immunology and Medical Microbiology from Wright State University and has completed executive training and education in manufacturing resource planning and organizational leadership.  

 

“It is exciting to be part of a company that is truly patient-focused,” said Ms. Okey. “I look forward to working alongside the Crinetics leadership team and the rest of the board as we continue to make progress in bringing important new therapeutics to patients with rare endocrine diseases and endocrine tumors.”

 

About Crinetics Pharmaceuticals

 

Crinetics Pharmaceuticals is a clinical stage pharmaceutical company focused on the discovery, development, and commercialization of novel therapeutics for rare endocrine diseases and endocrine-related tumors. The company’s lead product candidate, CRN00808, is an oral selective nonpeptide somatostatin receptor type 2 biased agonist undergoing two Phase 2 clinical trials for the treatment of acromegaly, an orphan disease affecting more than 25,000 people in the United States. Crinetics’ second oral product development candidate, CRN01941, has entered the clinic for the treatment of neuroendocrine tumors. The company is also developing oral nonpeptide somatostatin agonists for hyperinsulinism, as well as oral nonpeptide ACTH antagonists for the treatment of Cushing's disease. All of the company’s drug candidates are new chemical entities resulting from in-house drug discovery efforts. For more information, please visit www.crinetics.com.

 

Contacts:

Marc Wilson

Chief Financial Officer

IR@crinetics.com

(858) 450-6464

 

Robert H. Uhl

Westwicke Partners

robert.uhl@westwicke.com

(858) 356-5932