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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): June 16, 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

 

On June 16, 2021, Enrique Carrazana provided notice of his resignation as a member of the Board of Directors (the “Board”) of Marinus Pharmaceuticals, Inc. (the “Company”) effective as of June 30, 2021. Mr. Carrazana served as a member of the Compensation Committee of the Board (the “Compensation Committee”). The Board appointed Sara Nochur to the Compensation Committee, also effective as of June 30, 2021. Further, the size of the Board was reduced from nine to eight directors, also effective as of June 30, 2021.

 

Mr. Carrazana’s resignation from the Board was not due to 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.

 

  MARINUS PHARMACEUTICALS, INC.
   
Date: June 17, 2021 /s/ Martha E. Manning
  Martha E. Manning, Esq.
  Vice President, General Counsel and Corporate Secretary