Amended Current Report Filing (8-k/a)

Date : 06/11/2019 @ 8:32PM
Source : Edgar (US Regulatory)
Stock : Clovis Oncology Inc (CLVS)
Quote : 10.71  1.1 (11.45%) @ 4:59AM
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Amended Current Report Filing (8-k/a)












Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of Earliest Event Reported): June 5, 2019



Clovis Oncology, Inc.

(Exact name of registrant as specified in its charter)




Delaware   001-35347   90-0475355
(State or other jurisdiction
of incorporation)
File Number)
  (I.R.S. Employer
Identification No.)


5500 Flatiron Parkway, Suite 100
Boulder, Colorado
(Address of principal executive offices)   (Zip Code)

Registrant’s telephone number, including area code: (303) 625-5000

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))

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 per Share   CLVS   The NASDAQ Global Select 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  ☐




This amendment to the Current Report on Form 8-K initially filed by Clovis Oncology, Inc. (the “Company”) on June 6, 2019 (the “Original Report”) is being filed to correct a typographical error in the description of Proposal Two in Item 5.07 of the Original Report. The Company’s Amended and Restated Certificate of Incorporation has been amended to increase the number of shares of common stock authorized for issuance by the Company from 100,000,000 to 200,000,000. The description of this amendment to the Company’s Amended and Restated Certificate of Incorporation was correctly described in Item 5.03 and Item 9.01 of the Original Report. Except as specifically noted above, this Form 8-K/A does not modify or update disclosures in the Original Report.




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.


June 11, 2019     By:   /s/ Dan Muehl
    Name:   Dan Muehl
    Title:   Executive Vice President and Chief Financial Officer



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