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POZN > SEC Filings for POZN > Form 8-K on 5-Jun-2009All Recent SEC Filings

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Form 8-K for POZEN INC /NC


5-Jun-2009

Other Events


Item 8.01. Other Events.

On June 5, 2009, Dr. John R. Plachetka, Chairman, Chief Executive Officer and President of POZEN Inc., a Delaware corporation ("POZEN"), terminated his existing written trading plan to sell shares of POZEN's common stock, $0.001 par value per share (the "Common Stock"), dated as of March 10, 2006, which was adopted under Securities Exchange Act Rule 10b5-1 (the "2006 Plan"). Dr. Plachetka also entered into a new written trading plan to sell up to (i) an aggregate of 725,000 shares of POZEN's Common Stock beneficially owned by him or through the John R. Plachetka Revocable Trust (representing the remaining shares of Common Stock that were not sold under the 2006 Plan); or (ii) an aggregate of $7.5 million in proceeds from sales of Common Stock beneficially owned by him or through the John R. Plachetka Revocable Trust (the "2009 Plan"). The primary purpose of the 2009 Plan is to provide Dr. Plachetka a certain amount of diversity to his investment portfolio. No transaction will occur under the trading plan until August 3, 2009. The 2009 Plan, which was adopted under Securities Exchange Act Rule 10b5-1, will allow Dr. Plachetka, in any given week during the term of the trading plan, to sell the Company's Common Stock at certain volume levels and at various prices. Additionally, it is anticipated that sales under the 2009 Plan will be subject to volume limitations and other applicable requirements of Rule 144 promulgated under the Securities Act of 1933, as amended.

Rule 10b5-1 allows corporate insiders to establish pre-arranged written plans to buy or sell specified number of shares of company stock over a pre-determined period of time. Insiders may adopt such plans when they are not in possession of material inside information in order to, among other things, avoid concerns about initiating stock transactions while in possession of material nonpublic information.

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