Infinity Pharmaceuticals, Inc. Form 8-K: Current report
Filings on SEC EDGAR, newest first; amendments sit with their base form. Values are as filed.
- 2023-09-29: Form 8-K; Period of report 2023-09-28; Description 1.03 Bankruptcy or Receivership; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; Details 1.03.
- 2023-09-13: Form 8-K; Period of report 2023-09-12; Description 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing; Details 3.01.
- 2023-09-11: Form 8-K; Period of report 2023-09-05; Description 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing; Details 3.01.
- 2023-09-01: Form 8-K; Period of report 2023-08-29; Description 2.05 Costs Associated with Exit or Disposal Activities; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 8.01 Other Events; Details 2.05.
| Filed | Form | Period of report | Description | Details | Document |
|---|---|---|---|---|---|
| 2023-09-29 | 8-K | 2023-09-28 | 1.03 Bankruptcy or Receivership; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 1.03 On September 29, 2023, after considering all strategic alternatives, Infinity Pharmaceuticals, Inc. (the “Company”) filed a voluntary petition for relief under the provisions of Chapter 11 of Title 11 of the United States Code (the “Code”) in the United States Bankruptcy Court for the District of Delaware (the “Court”). 5.02 On September 28, 2023 and following approval by the Board of Directors (the “Board”) of the Company of the Chapter 11 filing and related actions, Adelene Perkins resigned from the Board effective immediately. | infi-20230928.htm |
| 2023-09-13 | 8-K | 2023-09-12 | 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing | 3.01 On September 12, 2023, Infinity Pharmaceuticals, Inc. (the “Company”) received a delisting determination letter (the “Determination Letter”) from The Nasdaq Stock Market LLC (“Nasdaq”). | infi-20230912.htm |
| 2023-09-11 | 8-K | 2023-09-05 | 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing | 3.01 On September 5, 2023, Infinity Pharmaceuticals, Inc. (the “Company”) received a letter (the “Letter”) from the Listing Qualifications Department (the “Staff”) of The Nasdaq Stock Market LLC (“Nasdaq”) notifying the Company that the listing of its common stock was not in compliance with Nasdaq Listing Rule 5450(b)(2)(C) (the “Minimum MVPHS Requirement”) for continued listing on The Nasdaq Global Select Market, as the market value of the Company’s publicly held shares was less than $15,000,000 for each of the previous 30 consecutive business days. | infi-20230905.htm |
| 2023-09-01 | 8-K | 2023-08-29 | 2.05 Costs Associated with Exit or Disposal Activities; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 8.01 Other Events | 2.05 On July 25, 2023, Infinity Pharmaceuticals, Inc. (the “Company”) announced a plan to reduce ongoing expenditures including a reduction in headcount of 21 positions. 5.02 As part of the August Restructuring, the Board approved the termination, without cause, of the employment of Adelene Perkins as Chief Executive Officer of the Company, and Robert Ilaria, Jr., M.D., as Chief Medical Officer of the Company, effective September 1, 2023. 8.01 As part of the August Restructuring, the Board approved the termination, without cause, of the employment of Stephane Peluso, as Chief Scientific Officer of the Company effective as of September 1, 2023. | infi-20230829.htm |
| 2023-07-25 | 8-K | 2023-07-24 | 2.05 Costs Associated with Exit or Disposal Activities; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 8.01 Other Events | 2.05 On July 24, 2023, the board of directors (the “Board”) of Infinity Pharmaceuticals, Inc. (the “Company”) approved a plan to reduce the Company’s overall headcount by 21 positions, representing approximately 78% of the Company’s workforce. 5.02 On July 24, 2023, each of Samuel Agresta, Sujay R. Kango and Brian Schwartz resigned from the Board, effective immediately. 8.01 On July 25, 2023, the Company issued a press release regarding the workforce reduction and departure of directors. | brhc20056430_8k.htm |
| 2023-07-24 | 8-K | 2023-07-23 | 1.02 Termination of a Material Definitive Agreement; 8.01 Other Events | 1.02 As previously disclosed, on February 22, 2023, Infinity Pharmaceuticals, Inc., a Delaware corporation (“Infinity” or the “Company”), MEI Pharma, Inc., a Delaware corporation (“MEI”), and Meadow Merger Sub, Inc., a Delaware corporation and a wholly owned subsidiary of MEI (“Merger Sub”), entered into an Agreement and Plan of Merger (the “Merger Agreement”), providing for, among other matters, and subject to the satisfaction or waiver of the conditions set forth in the Merger Agreement, the merger of Merger Sub with and into Infinity, with Infinity continuing as a wholly owned subsidiary of MEI and the surviving corporation of the merger. 8.01 On July 24, 2023, the Company issued a press release regarding the termination of the Merger Agreement. | ny20009606x6_8k.htm |
| 2023-07-14 | 8-K | 2023-07-14 | 5.07 Submission of Matters to a Vote of Security Holders | 5.07 On July 14, 2023, Infinity Pharmaceuticals, Inc. (the “Company”) held a special meeting of the stockholders of the Company (the “Infinity Special Meeting”). | brhc20055895_8k.htm |
| 2023-07-03 | 8-K | 2023-07-03 | 8.01 Other Events | 8.01 As previously disclosed, on February 22, 2023, Infinity Pharmaceuticals, Inc., a Delaware corporation (“Infinity” or the “Company”), MEI Pharma, Inc., a Delaware corporation (“MEI”), and Meadow Merger Sub, Inc., a Delaware corporation and a wholly owned subsidiary of MEI (“Merger Sub”), entered into an Agreement and Plan of Merger (the “Merger Agreement”), pursuant to which, among other matters, and subject to the satisfaction or waiver of the conditions set forth in the Merger Agreement, Merger Sub will merge with and into Infinity, with Infinity continuing as a wholly owned subsidiary of MEI and the surviving corporation of the merger (the “Merger”). | brhc20055443_8k.htm |
| 2023-06-30 | 8-K | 2023-06-27 | 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing | 3.01 On June 27, 2023, Infinity Pharmaceuticals, Inc. (the “Company”) received a letter (the “Letter”) from the Listing Qualifications Department (the “Staff”) of The Nasdaq Stock Market LLC (“Nasdaq”) notifying the Company that the Staff has determined to delist the Company’s common stock from The Nasdaq Global Select Market due to the Company not having regained compliance with Nasdaq Listing Rule 5450(a)(1) (the “Minimum Bid Requirement”) during the 180-calendar-day period (the “Compliance Period”) following the deficiency letter the Company received from the Staff on December 28, 2022, regarding the Company’s noncompliance with the Minimum Bid Requirement, the receipt of which the Company previously disclosed on a Current Report on Form 8-K filed on December 30, 2022. | brhc20055271_8k.htm |
| 2023-06-20 | 8-K | 2023-06-15 | 7.01 Regulation FD Disclosure | 7.01 Infinity Pharmaceuticals, Inc., a Delaware corporation (“Infinity”), and MEI Pharma, Inc., a Delaware corporation (“MEI”), issued a joint press release on June 15, 2023 announcing a video webcast available on June 19, 2023 to discuss the merger contemplated by the Agreement and Plan of Merger, dated February 22, 2023, by and among Infinity, MEI and Meadow Merger Sub, Inc., a Delaware corporation and a wholly owned subsidiary of MEI. | ny20008526x5_8k.htm |
| 2023-04-07 | 8-K | 2023-04-04 | 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing | 3.01 On April 4, 2023, Infinity Pharmaceuticals, Inc. (the “Company”) received a deficiency letter from the Listing Qualifications Department (the “Staff”) of the Nasdaq Stock Market, LLC (“Nasdaq”) notifying the Company that the listing of its common stock was not in compliance with Nasdaq Listing Rule 5450(b)(2)(A) (the “Minimum MVLS Requirement”) for continued listing on the Nasdaq Global Select Market, as the market value of the Company’s listed securities was less than $50,000,000 for the previous 30 consecutive business days. | brhc10051174_8k.htm |
| 2023-03-28 | 8-K | 2023-03-28 | 2.02 Results of Operations and Financial Condition | 2.02 On March 28, 2023, Infinity Pharmaceuticals, Inc. (“Infinity” or the “Company”) issued a press release announcing its results for the year ended December 31, 2022. | brhc10050462_8k.htm |
| 2023-02-23 | 8-K | 2023-02-22 | 1.01 Entry into a Material Definitive Agreement; 2.05 Costs Associated with Exit or Disposal Activities; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year; 7.01 Regulation FD Disclosure; 8.01 Other Events | 1.01 Entry into a Material Definitive Agreement. 2.05 On February 22, 2023, the Board of Directors of the Company approved a strategic restructuring of the Company to preserve the Company’s resources upon the signing of the Merger Agreement. 5.02 On February 22, 2023, the Company entered into a Retention and Severance Protection Agreement with Adelene Perkins (the “Perkins Agreement”), which will be subject to, and contingent and effective upon, the closing of the Merger. 5.03 On February 22, 2023, Infinity’s Board of Directors adopted an amendment to Infinity’s Amended and Restated Bylaws (the “Bylaw Amendment”) to add a new Section 6 of Article IX thereto. 7.01 On February 23, 2023, the Company and MEI held a conference call to discuss the proposed transaction (the “Joint Conference Call”). 8.01 On February 23, 2023, Infinity and MEI issued a joint press release announcing the execution of the Merger Agreement. | brhc10048558_8k.htm |