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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): April 9, 2021

 

Marinus Pharmaceuticals, Inc.

(Exact name of registrant as specified in its charter)

 

Delaware 001-36576 20-0198082

(State or other jurisdiction of

incorporation)

(Commission File Number)

(IRS Employer Identification

No.)

 

5 Radnor Corporate Center, Suite 500

100 Matsonford Rd, Radnor, PA

 

19087

(Address of principal executive offices) (Zip Code)

 

Registrant’s telephone number, including area code: (484) 801-4670

 

__________________________________________________________________

(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 $0.001 MRNS 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

 

As previously disclosed, Marinus Pharmaceuticals, Inc. (the “Company”) entered into an Executive Employment Agreement with Steven Pfanstiel, MBA, CMA (the “Pfanstiel Employment Agreement”) in connection with Mr. Pfanstiel’s appointment as Chief Financial Officer and Treasurer of the Company, effective as of April 12, 2021 (the “Pfanstiel Start Date”).

 

On April 9, 2021, the Company and Mr. Pfanstiel entered into an amendment to the Pfanstiel Employment Agreement to provide for a sign-on bonus in the amount of $140,000 to be paid to Mr. Pfanstiel 30 days after the Pfanstiel Start Date, less applicable taxes and withholding (the “First Amendment”). All other terms and conditions of the Pfanstiel Employment Agreement remain in full force and effect.

 

A copy of the First Amendment is attached as Exhibit 10.1 to this report. The description of the First Amendment is a summary only and is qualified in its entirety by reference to Exhibit 10.1.

 

Item 9.01.Financial Statements and Exhibits.

 

(d)Exhibits

 

Exhibit
No.
  Description
     
10.1   First Amendment to Executive Employment Agreement, by and between Marinus Pharmaceuticals, Inc. and Steven Pfanstiel, MBA, CMA dated April 9, 2021.
104   The cover page from this Current Report on Form 8-K, formatted in Inline XBRL

 

 

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.

 

  MARINUS PHARMACEUTICALS, INC.
   
Date: April 13, 2021 /s/ Scott Braunstein
  Scott Braunstein
  President and Chief Executive Officer