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| IRWD > SEC Filings for IRWD > Form 8-K on 5-Mar-2013 | All Recent SEC Filings |
5-Mar-2013
Change in Directors or Principal Officers, Financial Statements and
Effective March 1, 2013, the Board of Directors (the "Board") of Ironwood Pharmaceuticals, Inc. (the "Company") increased the number of directors from nine to ten and elected Edward P. Owens as a Class III director. Mr. Owens' term will expire at the Company's 2013 annual meeting of shareholders, at which time he will be on the ballot for re-election. Mr. Owens has been appointed to the Governance and Nominating Committee of the Board.
In connection with Mr. Owens' appointment, he was granted a restricted stock award of 8,333 shares of the Company's Class A common stock effective March 1, 2013. The forfeiture rights for such shares will lapse on each date set forth below, provided that Mr. Owens continues to serve as a member of the Board on such date:
Date Number of Shares
March 31, 2013 833
June 30, 2013 2,500
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There is no arrangement or understanding between Mr. Owens and any other person pursuant to which Mr. Owens was selected as a director. Mr. Owens is not, and has not been since January 1, 2012, a participant in any transaction involving the Company, and is not a participant in any proposed transaction with the Company, required to be disclosed pursuant to Item 404(a) of Regulation S-K.
The full text of the press release issued in connection with the announcement of Mr. Owens' election to the Board is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference as though fully set forth herein.
Exhibit No. Description
99.1 Ironwood Pharmaceuticals, Inc. Press Release dated March 4, 2013
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