Current Report Filing (8-k)
November 20 2019 - 04:11PM
Edgar (US Regulatory)
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) November 20,
2019
CARA
THERAPEUTICS, INC.
(Exact name of
registrant as specified in its charter)
Delaware
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001-36279
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75-3175693
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(State or other
jurisdiction
of incorporation)
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(Commission
File Number)
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(IRS Employer
Identification No.)
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4
Stamford Plaza
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107 Elm Street,
9th Floor
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Stamford,
Connecticut
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06902
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(Address of principal
executive offices)
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(Zip Code)
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Registrant’s telephone
number, including area code (203) 406-3700
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.):
o
Written communications pursuant to Rule 425 under the
Securities Act (17 CFR 230.425)
o
Soliciting material pursuant to Rule 14a-12 under the Exchange
Act (17 CFR 240.14a-12)
o
Pre-commencement communications pursuant to
Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
o
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
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Trading Symbol
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Name of each exchange on which registered
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Common Stock, par value
$0.001 per share
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CARA
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The Nasdaq Stock Market
LLC
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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 x
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.
x.
Item
8.01.
Other Events.
The Board of Directors
(the “Board”) of Cara Therapeutics, Inc. (the “Company”) adopted
the Cara Therapeutics, Inc. 2019 Inducement Plan (the
“Inducement Plan”), effective as of November 20, 2019.
The Company reserved 300,000 shares of the Company’s common
stock for issuance under the Inducement Plan. The only persons
eligible to receive grants of Awards (as defined below) under the
Inducement Plan are individuals who satisfy the standards for
inducement grants in accordance with the Nasdaq Stock Market LLC
listing rules, including individuals who were not previously an
employee or director of the Company, or following a bona fide
period of non-employment, as an inducement material to such persons
entering into employment with the Company. An “Award” is any right
to receive the Company’s common stock pursuant to the Inducement
Plan, consisting of nonstatutory stock options, restricted stock
awards, restricted stock unit awards or other stock-based awards.
The Board also adopted a form of option grant notice and stock
option agreement and form of restricted stock unit grant notice and
restricted stock agreement (the “Related Agreements”) for use with
the Inducement Plan.
The foregoing
description of the Inducement Plan and Related Agreements is not
complete and is qualified in its entirety by reference to the text
of the Inducement Plan and Related Agreements, which are filed as
Exhibits 10.1, 10.2 and 10.3, respectively, to this Current Report
on Form 8-K.
Item
9.01.
Financial Statements and Exhibits.
(d)
Exhibits
2
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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CARA
THERAPEUTICS, INC.
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By:
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/s/
MANI MOHINDRU
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Mani Mohindru,
Ph.D.
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Chief Financial
Officer
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(Principal Financial
and Accounting Officer)
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Date: November 20,
2019
3
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