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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): February 16, 2021

 

 

AKEBIA THERAPEUTICS, INC.

(Exact name of registrant as specified in its charter)

 

 

 

Delaware   001-36352   20-8756903

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

 

245 First Street

CambridgeMassachusetts

  02142
(Address of principal executive offices)   (Zip Code)

Registrant’s telephone number, including area code: (617) 871-2098

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))

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 $0.00001 per share   AKBA   The Nasdaq Global Market

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

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 and effective February 16, 2021, the Board of Directors (the “Board”) of Akebia Therapeutics, Inc. (the “Company”) increased the size of the Board from nine to ten directors and elected LeAnne M. Zumwalt as a Class III director. Ms. Zumwalt’s initial term is scheduled to expire at the Company’s 2023 annual meeting of stockholders. Ms. Zumwalt has also been appointed to the Audit Committee of the Board (the “Audit Committee”). There are no arrangements or understandings between Ms. Zumwalt and any other person regarding her election to the Board.

Ms. Zumwalt is entitled to receive compensation pursuant to the Company’s Non-Employee Director Compensation Program (the “Program”) applicable to all of the Company’s non-employee directors. In accordance with the Program, Ms. Zumwalt is eligible to receive annual cash retainers of $45,000 for serving on the Board and $10,000 for serving as a member of the Audit Committee, and annual equity grants of 20,100 options to purchase shares of common stock of the Company (“Options”) and 13,700 restricted stock units of the Company. In addition, in accordance with the Program, on February 16, 2021, Ms. Zumwalt was granted 80,200 Options at an exercise price of $4.87 per share, as a new non-employee director. Ms. Zumwalt will also have the same right to indemnification by the Company as granted to the Company’s other non-employee directors.

In addition, on February 16, 2021, Maxine Gowen, Ph.D., currently a Class III director, gave notice to the Company that she would be stepping down as a Class III director effective June 6, 2021. Dr. Gowen’s resignation is not a result of any disagreement with the Company on any matter relating to the Company’s operations, policies or practices.


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.

 

      AKEBIA THERAPEUTICS, INC.
Date: February 18, 2021     By:  

/s/ John P. Butler

    Name:   John P. Butler
    Title:   President and Chief Executive Officer