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): March 23, 2020
MannKind Corporation
(Exact name of registrant as specified in its charter)
| Delaware | 000-50865 | 13-3607736 | ||
| (State or other jurisdiction of incorporation or organization) |
(Commission File Number) |
(IRS Employer Identification No.) | ||
| 30930 Russell Ranch Road, Suite 300 Westlake Village, California |
91362 | |||
| (Address of principal executive offices) | (Zip Code) | |||
Registrant’s telephone number, including area code: (818) 661-5000
N/A
(Former name or former address, if changed since last report.)
Check the appropriate box below if the Form 8-K is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. of Form 8-K):
| ☐ | 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 | MNKD | The Nasdaq Stock Market LLC |
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. |
(d)
On March 23, 2020, Jennifer Grancio was appointed to the Board of Directors (the “Board”) of MannKind Corporation (the “Company”) and the Audit Committee of the Board (the “Audit Committee”), effective immediately.
Ms. Grancio is expected to receive compensation for service as a director in accordance with the Company’s non-employee director compensation program, including an annual cash retainer and an annual equity grant. The Company will also enter into an indemnification agreement with Ms. Grancio.
There is no arrangement or understanding between Ms. Grancio and any other person pursuant to which Ms. Grancio was appointed as director. The Company is not aware of any transaction between the Company and Ms. Grancio that would require disclosure under Item 404(a) of Regulation S-K.
On March 24, 2020, the Company issued a press release announcing the appointment of Ms. Grancio to the Board and the Audit Committee. A copy of this press release is attached as Exhibit 99.1 hereto.
| Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits.
| Exhibit No. |
Description | |
| 99.1 | Press Release, dated March 24, 2020 |
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.
| MANNKIND CORPORATION | ||||
| Date: March 24, 2020 | By: | /s/ David Thomson | ||
| David Thomson, Ph.D., J.D. | ||||
| Corporate Vice President, General Counsel and Secretary | ||||
EXHIBIT 99.1
Jennifer Grancio Appointed to MannKind Board of Directors
WESTLAKE VILLAGE, Calif., March 24, 2020 — MannKind Corporation (NASDAQ:MNKD) today announced that Jennifer Grancio has been appointed to its Board of Directors, effective March 23, 2020. Ms. Grancio will also serve as a member of the Audit Committee of the Board. Ms. Grancio brings to MannKind over twenty years of financial services experience and an expertise in creating disruptive business models.
“We are excited to welcome Ms. Grancio and her years of invaluable leadership to our board of directors,” said Kent Kresa, Chairman of the Board. “Her financial services leadership experience will be an essential asset for MannKind as the company continues to grow. We are committed to surrounding ourselves with the best talent available, and the appointment of Ms. Grancio reflects that effort.”
Ms. Grancio served as a founder and executive with BlackRock’s iShares business from 1999 to 2018. She spearheaded the distribution of iShares in the United States and Europe and acted as the Global Head of Marketing and Partnerships for BlackRock’s indexing service. Through those efforts, Ms. Grancio established herself as a global leader in exchange-traded and mutual funds.
Since her time at BlackRock, she founded Grancio Capital, where she consults with company leaders on the best ways to expand market reach and how to build effective teams to do so. Previously, she was a senior associate with PricewaterhouseCoopers, a management consulting firm.
Ms. Grancio has served as a board member for Ethic, a sustainable investing firm, since November 2019. She serves on the board of Harvest Savings & Wealth as of Q1 2020 and is on the advisory boards of Say Technologies and m+ funds. Ms. Grancio is also active as a strategic advisor and speaker to organizations that are committed to developing diverse senior leaders and to developing leadership in young women.
She earned a bachelor’s degree in economics and international relations from Stanford University, and an MBA degree in strategy and finance from Columbia Business School.
With the addition of Ms. Grancio, there are nine members of the MannKind Board of Directors.
About MannKind Corporation
MannKind Corporation (NASDAQ: MNKD) focuses on the development and commercialization of inhaled therapeutic products for patients with diseases such as diabetes and pulmonary arterial hypertension. MannKind is currently commercializing Afrezza® (insulin human) Inhalation Powder, the Company’s first FDA-approved product and the only inhaled ultra rapid-acting mealtime insulin in the United States, where it is available by prescription from pharmacies nationwide. MannKind is headquartered in Westlake Village, California, and has a state-of-the art manufacturing facility in Danbury, Connecticut. The Company also employs field sales and medical representatives across the U.S. For further information, visit www.mannkindcorp.com.
Forward-Looking Statements
This press release contains forward-looking statements that involve risks and uncertainties. Words such as “believes,” “anticipates,” “plans,” “expects,” “intends,” “will,” “goal,” “potential” and similar expressions are intended to identify forward-looking statements. These forward-looking statements are based upon MannKind’s current expectations. Actual results and the timing of events could differ
materially from those anticipated in such forward-looking statements as a result of various risks and uncertainties detailed in MannKind’s filings with the SEC. For a discussion of these and other factors, please refer to MannKind’s annual report on Form 10-K for the year ended December 31, 2019 as well as MannKind’s other filings with the SEC. You are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this press release. All forward-looking statements are qualified in their entirety by this cautionary statement, and MannKind undertakes no obligation to revise or update any forward-looking statements to reflect events or circumstances after the date of this press release.
Company Contact:
818-661-5000
ir@mannkindcorp.com