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ICPT > SEC Filings for ICPT > Form 8-K on 2-Dec-2013All Recent SEC Filings




Entry into a Material Definitive Agreement, Other Events, Financial

Item 1.01 Entry into a Material Definitive Agreement.

On November 27, 2013, Intercept Pharmaceuticals, Inc. ("Intercept" or the "Company") entered into the Second Amendment (the "Second Amendment") to the lease for its San Diego office with 4350 La Jolla Village LLC. The Second Amendment, among other things, adds approximately 3,069 square feet of additional space to the Company's San Diego office (the "Additional Space"), resulting in the Company leasing an aggregate of approximately 15,768 square feet of space.

Pursuant to the Second Amendment, the Company will lease the Additional Space from January 2014 through December 2015. The future minimum lease payments for the Additional Space in 2014 and 2015 are expected to be approximately $120,000 and $125,000, respectively.

The foregoing description of the Second Amendment is qualified in its entirety by reference to copy of the Second Amendment attached hereto as Exhibit 10.1, which is incorporated by reference into this Item 1.01.

Item 8.01 Other Events.

On December 2, 2013, Luciano Adorini, Chief Scientific Officer, entered into a pre-arranged stock trading plan designated to comply with Rule 10b5-1 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"). The plan contemplates the sale of a limited number of shares of the Company's common stock for personal financial management reasons.

Dr. Adorini's plan allows for the sale of a maximum of 9,634 shares of common stock that may be received upon the exercise of vested stock options on or prior to June 6, 2014. Sales under the plan may be executed earlier than the scheduled termination date.

Transactions made under Dr. Adorini's plan will be publicly disclosed through filings with the U.S. Securities and Exchange Commission under Section 16 of the Exchange Act. Except as may be required by law, the Company does not undertake to report on specific Rule 10b5-1 pre-planned stock trading plans of directors and officers of the Company, nor to report modifications or terminations of the aforementioned plans or the plan of any other individual.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

10.1 Second Amendment to the San Diego lease dated as of November 27, 2013.

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