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): September 1, 2020

 

Crinetics Pharmaceuticals, Inc.

(Exact name of registrant as specified in its charter)

 

 

 

 

 

 

 

Delaware

  

001-38583

  

26-3744114

(State or Other Jurisdiction of

Incorporation or Organization)

  

(Commission File Number)

  

(I.R.S. Employer Identification Number)

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:

 

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))

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

 

Title of each class

 

Trading

Symbol(s)

 

Name of each exchange on which registered

 

 

 

 

 

Common Stock, par value $0.001 per share

 

CRNX

 

Nasdaq Global Select Market

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.  

 

 

 

 


 

 

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

On September 1, 2020, 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 Camille L. Bedrosian, M.D. to fill the vacancy created by such increase and serve as a Class III director, with an initial term expiring at the Company’s 2021 annual meeting of stockholders. In connection with her appointment to the Board, Dr. Bedrosian was also appointed to the Nominating and Corporate Governance Committee of the Board.

Pursuant to the Company’s non-employee director compensation program, Dr. Bedrosian (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. Dr. Bedrosian 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 9, 2020, and incorporated herein by reference.

There is no arrangement or understanding between Dr. Bedrosian and any other person pursuant to which Dr. Bedrosian was appointed as a director. Dr. Bedrosian 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 Dr. Bedrosian is an independent director in accordance with the listing requirements of the Nasdaq Global Select Market.

On September 3, 2020, the Company issued a press release announcing Dr. Bedrosian’s appointment to the Board. A copy of the press release is attached hereto as Exhibit 99.1 and incorporated herein by this reference.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

 

Exhibit No

 

Description

 

 

 

 

99.1

  

Press Release dated September 3, 2020.

 

 

1

 


 

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.

 

 

 

Crinetics Pharmaceuticals, Inc.

 

 

 

Date: September 3, 2020

 

/s/ R. Scott Struthers, Ph.D.

 

 

R. Scott Struthers, Ph.D.

 

 

President and Chief Executive Officer

 

2

crnx-ex991_6.htm

Exhibit 99.1

 

 

Crinetics Pharmaceuticals Appoints Rare Disease Executive,
Camille L. Bedrosian, M.D., to Board of Directors

 

 

SAN DIEGO – September 3, 2020 – 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 Camille L. Bedrosian, M.D. as an independent member of its board of directors. Dr. Bedrosian brings over 25 years of experience leading drug development efforts for rare disease products and building successful medical affairs and clinical development teams.

 

“Dr. Bedrosian’s experience in rare disease drug development will be an asset to Crinetics as we advance our pipeline,” said Scott Struthers, Ph.D., Founder and Chief Executive Officer of Crinetics. “Her experience navigating the global regulatory landscape and understanding of the unique challenges that rare disease therapeutics face will be valuable as we continue our evolution into a commercial company.”

 

Dr. Bedrosian currently serves as Executive Vice President and Chief Medical Officer of Ultragenyx Pharmaceutical Inc. where she oversees global development functions including medical affairs, clinical development, clinical operations, regulatory affairs, patient advocacy and engagement, biometrics, and drug safety/pharmacovigilance. In this position, she is responsible for providing strategic leadership across clinical development and translational research programs. Prior to Ultragenyx, Dr. Bedrosian held executive-level positions in global development at Alexion Pharmaceuticals, Inc. and ARIAD Pharmaceuticals, Inc. Earlier in her career, Dr. Bedrosian served in the clinical research and development department of Genetics Institute, Inc. (acquired by Wyeth Inc., now part of Pfizer Inc.), where she assumed roles of increasing responsibility, eventually overseeing the company’s hemophilia therapeutic area. Dr. Bedrosian earned her medical degree from Harvard Medical School, a Master of Science degree from MIT, and completed a residency and fellowship at Duke University School of Medicine. She currently serves as a Member of the MIT Corporation Visiting Committee for the department of biology.

 

Dr. Bedrosian added, “I am impressed with the strong science at the core of Crinetics' business and am looking forward to working with the team to implement innovative approaches to help expedite the development of the company’s pipeline of rare disease therapeutics.”

 

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, paltusotine (formerly 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 plans to advance paltusotine into a Phase 3 trial in acromegaly and a Phase 2 trial for the treatment of carcinoid syndrome associated with neuroendocrine tumors in 2021. The company is also developing an oral nonpeptide somatostatin receptor type 5 agonist for hyperinsulinism, as well as an oral nonpeptide ACTH antagonist for the treatment of Cushing’s disease, congenital adrenal hyperplasia and other diseases of excess ACTH. All of the company’s drug candidates are new chemical entities resulting from in-house drug discovery efforts and are wholly owned by the company. For more information, please visit www.crinetics.com.

 

 

Contacts

Investors:

Marc Wilson

Chief Financial Officer


IR@crinetics.com

(858) 450-6464

 

Media:

Aline Sherwood

Scienta Communications

asherwood@scientapr.com

(312) 238-8957