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ALQA > SEC Filings for ALQA > Form 8-K on 5-Dec-2012All Recent SEC Filings

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Form 8-K for ALLIQUA, INC.


Change in Directors or Principal Officers, Regulation FD Disclosure, Financial Stat

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On November 29, 2012 (the "Johnson Effective Date"), the Company appointed David I. Johnson as a Class I director of the Board, with a term expiring at the 2013 annual meeting of stockholders, as well as executive chairman of Aquamed Technologies, Inc. ("Aquamed"), a wholly owned subsidiary of the Company. Pursuant to its appointment of Mr. Johnson to the Board and his appointment as executive chairman of Aquamed, the Company granted Mr. Johnson options (the "Johnson Options") to purchase 7,770,000 shares of Common Stock as follows:

? 2,590,000 options will have an exercise price of $0.10 per share and vest and become exercisable immediately on the Johnson Effective Date;

? 2,590,000 options will have an exercise price of $0.15 per share and vest and become exercisable immediately upon the first anniversary of the Johnson Effective Date; and

? 2,590,000 options will have an exercise price of $0.20 per share and vest and become exercisable immediately upon the second anniversary of the Johnson Effective Date.

Item 7.01 Regulation FD Disclosure.

On December 4, 2012, the Company issued a press release announcing the appointment of Mr. Johnson to the Board and as executive chairman of Aquamed. A copy of that press release is filed as Exhibit 99.1 to this Current Report on Form 8-K.

The information contained herein and in the accompanying Exhibit 99.1 shall not be incorporated by reference into any of our filings, whether made before or after the date hereof, regardless of any general incorporation language in such filing, unless expressly incorporated by specific reference to such filing. The information in this Item 7.01, including Exhibit 99.1 hereto, shall not be deemed to be "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section or Sections 11 and 12(a)(2) of the Securities Act of 1933, as amended.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

Exhibit Number Description
99.1 Press Release dated December 4, 2012

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