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):   July 1, 2019

 

Viking Therapeutics, Inc.

(Exact Name of Registrant as Specified in Charter)

 

Delaware

 

001-37355

 

46-1073877

(State or Other Jurisdiction of

Incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

 

12340 El Camino Real, Suite 250, San Diego, California 92130

(Address of Principal Executive Offices) (Zip Code)

 

Registrant’s telephone number, including area code: (858) 704-4660

 

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

Name of Each Exchange on Which Registered

Common Stock, par value $0.00001 per share

VKTX

The Nasdaq Stock Market LLC

 

Warrants to purchase Common Stock, par value $0.00001 per share

VKTXW

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. 

 


 

In this report, “Viking Therapeutics,” “Viking,” “Company,” “we,” “us” and “our” refer to Viking Therapeutics, Inc .

 

Item 5.02.  Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

Effective July 1, 2019, the Board of Directors (the “Board”) of the Company appointed S. Kathy Rouan, Ph.D. as a Class II director of the Company.

S. Kathy Rouan, Ph.D., age 57, is an experienced drug developer and leader with 29 years of pharmaceutical industry experience.  She was appointed Senior Vice President and Head of Projects, Clinical Platforms and Sciences (PCPS) at GlaxoSmithKline plc (GSK) in May 2016, following a 27 year career in a range of discovery and development roles.   The PCPS organization within GSK encompasses the Global Clinical Operations, Statistics and Programming, Clinical Pharmacology, GCP Quality, Third Party Resourcing and Project Management functions and includes approximately 1,800 staff in 20 countries.  Dr. Rouan was the Head of Research & Development for Stiefel, a dermatology focused subsidiary of GSK, from 2013 to 2016.  Currently, Dr. Rouan is serving as a non-executive Board member at Navidea Pharmaceuticals, Inc.

Dr. Rouan joined GSK in 1989 with a background in Pharmaceutical Sciences focusing on formulation development of protein pharmaceuticals.  In 1993, she moved into Project Leadership and Management becoming Vice President and Head of Metabolism and Pulmonary Project Management in 1999.  Dr. Rouan continued to lead Projects in a number of therapeutic areas, including Cardiovascular, Immunoinflammation and Gastroenterology therapy areas.  In 2007, she led the development, submission and approval of Arzerra (ofatumumab) in refractory c hronic lymphocytic leukemia in addition to leading its development in other oncology and autoimmune indications.  In 2012, Dr. Rouan became Head of Biopharmaceutical Development responsible for the delivery of GSK’s portfolio of biopharmaceutical medicines.  

Dr. Rouan earned a Ph.D. in Pharmaceutical Sciences from the University of Rhode Island, while conducting her research at Pfizer’s Immunoinflammation Research group in Groton, Connecticut.  She holds a B.Pharm., First Class Honours, from the University of London.

In accordance with the Company’s non-employee director compensation policy (the “Director Compensation Policy”) and in connection with Dr. Rouan’s appointment to the Board, on July 1, 2019, Dr. Rouan was granted a stock option to purchase 55,000 shares of the Company’s common stock at an exercise price equal to the fair market value of the Company’s common stock on the date of grant. The option will vest in full one year from the date of grant, subject to Dr. Rouan’s continuous service through such date.

As a non-employee director of the Company, Dr. Rouan will also be entitled to receive cash compensation for her service on the Board and any committees to which she may be appointed, as well as (beginning in 2020) an annual stock option award, in each case in accordance with the terms of the Director Compensation Policy. The full text of the Director Compensation Policy has been filed as Exhibit 10.15 to the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2018, filed with the Securities and Exchange Commission on March 13, 2019 and is incorporated by reference herein.

The Company also entered into an indemnity agreement with Dr. Rouan in the same form as its standard form of indemnification agreement with its other directors.

There are no family relationships between Dr. Rouan and any director or executive officer of the Company and she was not selected by the Board to serve as a director pursuant to any arrangement or understanding with any person.  Dr. Rouan has not engaged in any transaction that would be reportable as a related party transaction under Item 404(a) of Regulation S-K.

On July 2, 2019, the Company issued a press release announcing the appointment of Dr. Rouan to the Board. A copy of the press release is filed herewith as Exhibit 99.1.

 

 

 

 


 

 

Item 9.01.  Financial Statements and Exhibits.

 

(d) Exhibits.

 

 

Exhibit No

 

Description

99.1

 

Press Release dated July 2, 2019. 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 


 


 

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.

 

 

Viking Therapeutics, Inc.

 

 

 

Date: July 2, 2019

By:

/s/ Brian Lian, Ph.D.

 

 

Brian Lian, Ph.D.

 

 

President and Chief Executive Officer

 

 

Exhibit 99.1

 

 

Viking Therapeutics Appoints Kathy Rouan, Ph.D., to Board of Directors

 

SAN DIEGO, CA – July 2, 2019 – Viking Therapeutics, Inc. (“Viking”) (NASDAQ: VKTX), a clinical-stage biopharmaceutical company focused on the development of novel therapies for metabolic and endocrine disorders, today announced the appointment of Kathy Rouan, Ph.D., to its board of directors.   With nearly 30 years of pharmaceutical industry experience, Dr. Rouan provides Viking with drug discovery and development expertise across a broad range of therapeutic areas including gastroenterology, cardiovascular, immune-inflammation and oncology.

 

Dr. Rouan most recently served as senior vice president and head of Projects, Clinical Platforms and Sciences (PCPS) at GlaxoSmithKline (GSK).  GSK’s PCPS encompasses the company’s global clinical operations, statistics and programming, clinical pharmacology, GCP quality, third party resourcing and project management functions and includes approximately 1,800 individuals in 20 countries. Dr. Rouan first joined GSK in 1989 with a background in pharmaceutical sciences, focusing on formulation development of protein pharmaceuticals.  In 1993, she transitioned into project leadership and management becoming vice president and head of metabolism and pulmonary project management in 1999.  

 

In 2007, Dr. Rouan led the development, submission and approval of Arzerra ® (ofatumumab) for refractory chronic lymphocytic leukemia.  In 2012, she became head of biopharmaceutical development, assuming responsibility for delivery of GSK’s portfolio of biopharmaceutical medicines.  In December 2013, Dr. Rouan was appointed senior vice president and head of research and development for Stiefel, GSK’s dermatology therapy area unit. 

 

“We are pleased to have Dr. Rouan join our board of directors at this exciting time in the company’s history,” said Brian Lian, Ph.D., chief executive officer of Viking.  “Her extensive experience in drug development adds breadth and depth to the company’s board and management expertise.  She has established an impressive track record during her career with GSK, contributing to many of the company’s successful therapeutic programs across a range of indications.  We look forward to leveraging her experience as we continue to advance our clinical-stage programs, led by VK2809 for the treatment of NASH.”  

 

Dr. Rouan earned a Ph.D. in pharmaceutical sciences from the University of Rhode Island and a B.Pharm. from the University of London.  Dr. Rouan is also a member of the board of directors of Navidea Pharmaceuticals.

 

About Viking Therapeutics, Inc.

Viking Therapeutics is a clinical-stage biopharmaceutical company focused on the development of novel, orally available, first-in-class or best-in-class therapies for the treatment of metabolic and endocrine disorders.  Viking’s research and development activities leverage its expertise in metabolism to develop innovative therapeutics designed to improve patients’

 


lives.  The company’s clinical programs include VK2809, a novel, orally available, small molecule selective thyroid hormone receptor beta agonist for the treatment of lipid and metabolic disorders, including non-alcoholic steatohepatitis (NASH).  In a Phase 2 trial for the treatment of non-alcoholic fatty liver disease (NAFLD) and elevated LDL-C, patients who received VK2809 demonstrated statistica lly significant reductions in LDL-C and liver fat content compared with patients who received placebo.  The company is also developing VK0214, a novel, orally available, small molecule selective thyroid hormone receptor beta agonist for the treatment of X- linked adrenoleukodystrophy (X-ALD). 

 

Viking’s other programs include VK5211, an orally available, non-steroidal selective androgen receptor modulator.  In a Phase 2 trial in patients recovering from hip fracture, patients who received VK5211 experienced significant improvements in measures of lean body mass compared with patients who received placebo.  Other programs also include VK0612, a first-in-class, orally available drug candidate in Phase 2 development for the treatment of type 2 diabetes as well as two earlier-stage programs targeting metabolic diseases and anemia.  The company holds exclusive worldwide rights to a portfolio of five therapeutic programs, including those noted above, which are based on small molecules licensed from Ligand Pharmaceuticals Incorporated.

 

Follow Viking on Twitter @Viking_VKTX.

 

 

Contacts:

 

Viking Therapeutics, Inc.

Greg Zante, VP of Finance and Operations

858-704-4660

gzante@vikingtherapeutics.com

 

Vida Strategic Partners

Stephanie Diaz (Investors)

415-675-7401

sdiaz@vidasp.com

 

Tim Brons (Media)

415-675-7402

tbrons@vidasp.com