Unassociated Document
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 29,
2009
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GENTA
INCORPORATED
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(Exact
Name of Registrant
as
Specified in Its Charter)
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Delaware
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(State
or Other Jurisdiction of Incorporation)
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0-19635
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33-0326866
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(Commission
File Number)
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(IRS
Employer Identification No.)
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200
Connell Drive
Berkeley
Heights, NJ
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07922
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(Address
of Principal Executive Offices)
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(Zip
Code)
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(908)
286-9800
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(Registrant’s
Telephone Number, Including Area Code)
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(Former
Name or Former Address, if Changed Since Last
Report)
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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:
o Written communications
pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material
pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a -12)
o Pre -commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d
-2(b))
o 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 June
29, 2009, Genta Incorporated (the “Company”) issued a press release announcing
that a previously announced reverse stock split will not be effective with the
opening of trading on July 1, 2009. At a Special Meeting of
stockholders held on June 26, 2009, Genta’s stockholders approved a proposal to
authorize the Board of Directors, in its discretion, to effect a reverse split
of Genta’s outstanding common stock at a ratio within a specified
range. On June 26, 2009, the Company announced that a reverse stock
split in a ratio of 1 for 50 would be effective with the open of trading on July
1, 2009. A certificate of amendment has been filed with the Delaware
Secretary of State that amends Genta’s certificate of incorporation for the
reverse stock split. However, the reverse stock split, for purposes
of trading on the OTC Bulletin Board, will not be effective until a later date
due to administrative matters. The Company will announce a new
effective trading date when these matters are completed.
Item
9.01 Financial Statements and Exhibits.
(d)
Exhibits.
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99.1
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Press
Release of the Company dated June 29,
2009
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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.
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GENTA
INCORPORATED
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Date:
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June
29, 2009
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By:
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/s/
GARY SIEGEL
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Name:
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Gary
Siegel
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Title:
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Vice
President, Finance
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EXHIBIT
INDEX
Exhibit
Number
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Description
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Sequentially
Numbered
Page
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99.1
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Press
Release of the Company dated June 29, 2009
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