8K for results of Annual Meeting
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):
June
6, 2006
BIOSANTE
PHARMACEUTICALS, INC.
(Exact
name of registrant as specified in its charter)
Delaware
|
001-31812
|
58-2301143
|
(State
or other jurisdiction of incorporation)
|
(Commission
File Number)
|
(I.R.S.
Employer Identification Number)
|
111
Barclay Boulevard
Lincolnshire,
Illinois
|
60069
|
(Address
of principal executive offices)
|
(Zip
Code)
|
(847)
478-0500
(Registrant’s
telephone number, including area code)
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 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))
|
Section
1 — Registrant’s Business and Operations
Item
1.01 Entry
into a Material Definitive Agreement
On
June
6, 2006, the stockholders of BioSante Pharmaceuticals, Inc. approved and adopted
amendments to the BioSante
Pharmaceuticals, Inc. Amended and Restated 1998 Stock Plan
to
increase the number of shares of common stock reserved for issuance under the
plan by 1,000,000 shares, from 2,000,000 shares to 3,000,000 shares and to
eliminate BioSante’s ability to reprice outstanding stock options without
obtaining stockholder approval. A general description of the material features
of the BioSante
Pharmaceuticals, Inc. Amended and Restated 1998 Stock Plan, as amended to
reflect these two amendments, is contained
in BioSante’s definitive proxy statement in connection with its 2006 annual
meeting of stockholders as filed by BioSante with the Securities and Exchange
Commission on April 28, 2006. A copy of the BioSante
Pharmaceuticals, Inc. Amended and Restated 1998 Stock Plan
is filed
as Exhibit 10.1 to this Current Report on Form 8-K.
Item
7.01 Regulation
FD Disclosure
The
annual meeting of stockholders of BioSante was held on June 6, 2006. All
proposals submitted to BioSante’s stockholders for their consideration at the
meeting, including the election of seven persons to serve as directors of
BioSante until the next annual meeting of stockholders or until their respective
successors are elected and qualified, amendments to the BioSante
Pharmaceuticals, Inc. Amended and Restated 1998 Stock Plan and the ratification
of the appointment of Deloitte & Touche LLP as BioSante’s independent
registered public accounting firm were approved by BioSante’s
stockholders.
Item
9.01 Financial
Statements and Exhibits.
(d) Exhibits.
Exhibit
No.
|
Description
|
10.1
|
BioSante
Pharmaceuticals, Inc. Amended and Restated 1998 Stock Plan (filed
herewith)
|
SIGNATURE
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.
BIOSANTE
PHARMACEUTICALS, INC.
By:
/s/
Stephen M. Simes
Stephen
M. Simes
President
and Chief Executive Officer
Dated:
June 9, 2006
BIOSANTE
PHARMACEUTICALS, INC.
CURRENT
REPORT ON FORM 8-K
EXHIBIT
INDEX
Exhibit
No.
|
Description
|
Method
of Filing
|
10.1
|
BioSante
Pharmaceuticals, Inc. Amended and Restated 1998 Stock Plan
|
Filed
herewith
|