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 17, 2015

 

IGI LABORATORIES, INC.

(Exact name of registrant as specified in its charter)

 

Delaware   001-08568   01-0355758
(State or other jurisdiction of incorporation)   (Commission File Number)   (IRS Employer Identification No.)

 

105 Lincoln Avenue

Buena, New Jersey

  08310
(Address of principal executive offices)   (Zip Code)

 

Registrant’s telephone number, including area code: (856) 697-1441

 

Not Applicable

(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 (see General Instruction A.2. below):

 

¨ 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))

 

 
 

 


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

 

(d) Effective March 17, 2015, the Board of Directors (the “Board”) of IGI Laboratories, Inc. (the “Company”) approved the appointment of John Celentano to serve as a member of the Board. Mr. Celentano has also been appointed to serve as a member of the Company’s audit committee of the Board.

 

There are no arrangements or understandings between Mr. Celentano and any other person pursuant to which Mr. Celentano was appointed as a director. There are no transactions to which the Company is a party and in which Mr. Celentano has a material interest that is required to be disclosed under Item 404(a) of Regulation S-K.

 

Mr. Celentano will be compensated for his service on the Board in accordance with the Company’s director compensation policy and will be reimbursed for reasonable expenses incurred in connection with his service on the Board. In addition, the Company will enter into its standard form of director and officer indemnification agreement with Mr. Celentano.

 

Item 8.01 Other Events.

 

The Company issued a press release in connection with the appointment of Mr. Celentano to the Board. The full text of the press release is filed as Exhibit 99.1 to this Current Report on Form 8-K.

 

Item 9.01. Financial Statements and Exhibits.

 

(d) Exhibits.

 

Exhibit    
Number   Description
     
99.1   Press Release of IGI Laboratories, Inc. dated March 23, 2015.

  

 
 

 

SIGNATURE

 

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.

 

 

  IGI LABORATORIES, INC.
   
   
Date: March 23, 2015 By: /s/ Jenniffer Collins
  Name:   Jenniffer Collins
  Title: Chief Financial Officer

 

 



 

Exhibit 99.1

 

News From

 

 

Buena, NJ 08310

 

Release Date: March 23, 2015

 

Contact:   Jenniffer Collins
  IGI Laboratories, Inc.
  (856) 697-4379
  www.igilabs.com

 

IGI LABORATORIES, INC. APPOINTS JOHN CELENTANO TO BOARD OF DIRECTORS

 

BUENA, NJ – (PRNewswire) - IGI Laboratories, Inc. (NYSE MKT: IG), a New Jersey-based specialty generic pharmaceutical company, today announced that it has appointed John Celentano to its Board of Directors. Mr. Celentano will also serve on the Company’s Audit Committee.

 

Jason Grenfell-Gardner, President and CEO of the Company, commented, "We are thankful John has agreed to join our Board of Directors. John’s extensive experience at Bristol-Myers Squibb, and his recent engagements as a consultant to companies at various stages of growth in the pharmaceutical industry will be a great asset to IGI and its Board of Directors.” Mr. Grenfell-Gardner continued, “We look forward to working with John, as we continue on our mission to be a leader in the specialty generic prescription drug markets.”

 

 
 

 

Mr. Celentano currently works as an advisor to the pharmaceutical industry.  He has over 30 years of experience in the pharmaceutical industry, having held various senior leadership positions at Bristol-Myers Squibb including: President, Bristol-Myers Squibb Healthcare Group (Mead Johnson Nutrition, ConvaTec, and Medical Imaging) and Regional President roles in Emerging Markets/Asia Pacific, Latin America/Canada, and UK/Northern Europe.  He serves on the Boards of privately held JJ White Inc. and YourEncore Inc. He is Vice-Chairman of CMMB, an international nonprofit healthcare organization.  Mr. Celentano holds a B.A. from the University of Delaware and a MBA from Drexel University.

 

About IGI Laboratories, Inc.

 

IGI Laboratories is a specialty generic drug development and manufacturing company. Our mission is to be a leader in the specialty generic prescription drug market.

 

Forward-Looking Statements

 

This press release includes certain "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements include, but are not limited to, plans, objectives, expectations and intentions, and other statements contained in this press release that are not historical facts and statements identified by words such as "plan," “believe," "continue", “should” or words of similar meaning. Factors that could cause actual results to differ materially from these expectations include, but are not limited to: our inability to meet current or future regulatory requirements in connection with existing or future ANDAs; our inability to achieve profitability; our failure to obtain FDA approvals as anticipated; our inability to execute and implement our business plan and strategy; the potential lack of market acceptance of our products; our inability to protect our intellectual property rights; changes in global political, economic, business, competitive, market and regulatory factors; and our inability to complete successfully future product acquisitions. These statements are based on our current beliefs or expectations and are inherently subject to various risks and uncertainties, including those set forth under the caption "Risk Factors" in IGI Laboratories, Inc.’s most recent Annual Report on Form 10-K, Quarterly Reports on Form 10-Q and other periodic reports we file with the Securities and Exchange Commission. IGI Laboratories, Inc. does not undertake any obligation to update any forward-looking statements contained in this document as a result of new information, future events or otherwise, except as required by law.

 

 

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