UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
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FORM 8-K
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CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): December 22, 2016
PERNIX THERAPEUTICS HOLDINGS, INC.
(Exact name of registrant as specified in its charter)
Maryland |
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001-14494 |
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33-0724736 |
(State or Other Jurisdiction |
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(Commission File Number) |
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(IRS Employer Identification No.) |
10 North Park Place, Suite 201, Morristown, NJ |
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07960 |
(Address of principal executive offices) |
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(Zip Code) |
Registrant's telephone number, including area code: (800) 793-2145 |
(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):
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))
5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. On December 22, 2016, Pernix Therapeutics Holdings, Inc. (the "Company") entered into an indemnification agreement (the "Indemnification Agreement")
with each of its directors and executive officers. Pursuant to each Indemnification Agreement, the Company has contractually agreed, subject to certain exceptions, to (a) indemnify such
director and/or executive officer to the maximum extent permitted by Maryland law in effect from time to time, against judgments, penalties, fines and settlements and reasonable expenses
actually incurred by or on behalf of such individual in connection with a proceeding or any claim, issue or matter therein and (b) advance all reasonable expenses incurred by the individual in
connection with any such proceeding. The foregoing description of the Indemnification Agreement does not purport to be complete, and is qualified in its entirety by reference to the form of Indemnification Agreement, filed
as Exhibit 10.1 and incorporated herein by reference. 9.01 Financial Statements and Exhibits (d) Exhibits. The following exhibits are filed herewith: 10.1 Form of Indemnification Agreement between Pernix Therapeutics Holdings, Inc. and Certain Executive Officers and Directors.
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. PERNIX THERAPEUTICS HOLDINGS, INC. Date: December 23, 2016 By: /s/ John A. Sedor John A. Sedor Chief Executive Officer
EXHIBIT INDEX Exhibit No. Description 10.1