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
July 2, 2010
Date of Report (Date of earliest event
reported)
Discovery Laboratories,
Inc.
(Exact name of registrant as specified
in its charter)
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Delaware
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000-26422
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94-3171943
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(State or other jurisdiction
of
incorporation)
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(Commission File
Number)
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(IRS Employer Identification
Number)
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2600 Kelly Road, Suite
100
Warrington, Pennsylvania
18976
(Address of principal executive
offices)
(215) 488-9300
(Registrant's telephone number,
including area code)
(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:
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¨
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Written communications pursuant to
Rule 425 under the Securities Act (17 CFR
230.425)
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¨
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Soliciting material pursuant to
Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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¨
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Pre-commencement communications
pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
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¨
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Pre-commencement communications
pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
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Item 5.02. Departure of
Directors or Certain Officers; Election of Directors; Appointment of Certain
Officers; Compensatory Arrangements of Certain Officers.
On July 2, 2010, Discovery Laboratories,
Inc. (the “Company”) entered into an amendment (the “Amendment”) to the
non-employee executive agreement, dated August 13, 2009, between the Company and
its director W. Thomas Amick (the “Agreement”), pursuant to which Mr. Amick
assumed the responsibilities of the Company’s Chief Executive Officer on an
interim basis. The Amendment extends the term of the Agreement
to June 30, 2011; however, the Agreement, as amended, remains subject to earlier
termination at any time upon ten days’ written notice to the other
party.
In connection with the Amendment, the
Compensation Committee of the Company’s Board of Directors authorized a grant of
an option to Mr. Amick to purchase 30,000 shares of the Company’s common stock
under the Company’s 2007 Long-Term Incentive Plan. The option has an
exercise price of $0.18, the closing market price of the Company’s common stock
on July 7, 2010, the date of grant.
The description of the remaining terms
and conditions of the Agreement is incorporated by reference to the Company’s
current report on Form 8-K filed on September 4, 2009 and the full text of the
Agreement attached as Exhibit 10.1 thereto.
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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Discovery Laboratories,
Inc.
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By:
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/s/ W. Thomas Amick | |
| Name: |
W. Thomas
Amick
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| Title: |
Chairman of the Board and
interim
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Chief Executive
Officer
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Date: July 9,
2010