UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported)
May 20, 2009
HEMISPHERX BIOPHARMA, INC.
(Exact name of registrant as specified in its charter)
Delaware 0-27072 52-0845822
(state or other jurisdiction (Commission File (I.R.S. Employer
of incorporation) Number) Identification No.)
1617 JFK Boulevard, Philadelphia, Pennsylvania 19103
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (215) 988-0080
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(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):
|_| Written communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
|_| Soliciting material pursuant to Rule 14a-12 under the Securities Act (17 CFR
230.14a-12)
|_| Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange
Act (17 CFR 240-14d-2(b))
|_| Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange
Act (17CFR 240-13e-4(c))
Section 5 - Corporate Governance and Management
Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On May 20, 2009, our Board of Directors awarded bonuses to the following
executives in relation to 2008 corporate goals and objectives: W.A. Carter,
M.D., CEO and Chairman of the Board, was awarded $300,000 and Dr. David Strayer,
Chief Medical Officer, was awarded $150,000.
The Compensation Committee and Board of Directors reviewed corporate goals
established in March 2008 and determined that significant progress has been made
in terms of 1) preparation and filing the Ampligen(R) NDA with the Federal Drug
Administration; and 2) with the receipt of recent funding for operating
activities, funds previously reserved for operating activities could be used to
pay 2008 bonus.
Section 9 - Financial Statements and Exhibits
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
The following Exhibit is filed as part of this report:
Exhibit No. Description
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Exhibit 99.1 Press Release dated May 27, 2009.
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.
HEMISPHERX BIOPHARMA, INC.
May 27, 2009 By: /s/ William A. Carter
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William A. Carter, M.D.
Chief Executive Officer
Exhibit 99.1
Dianne Will Mark Collinson
Hemispherx Biopharma, Inc. CCG Investor Relations
518-398-6222 310-477-9800
ir@hemispherx.net
Hemispherx Announces Payment of 2008 Executive Bonuses
Philadelphia, PA - May 27, 2009 - Hemispherx Biopharma, Inc. (NYSE AMEX: HEB)
announced today that on May 20, 2009, our Board of Directors awarded bonuses to
the following executives in relation to 2008 corporate goals and objectives:
W.A. Carter, M.D., CEO and Chairman of the Board, was awarded $300,000 and Dr.
David Strayer, Chief Medical Officer, was awarded $150,000.
The Compensation Committee and Board of Directors reviewed corporate goals
established in March 2008 and determined that significant progress has been made
in terms of 1) preparation and filing the Ampligen(R) NDA with the Federal Drug
Administration; and 2) with the receipt of recent funding for operating
activities, funds previously reserved for operating activities could be used to
pay 2008 bonus.
About Hemispherx Biopharma
Hemispherx Biopharma, Inc. is a specialty pharma company engaged in the
manufacture and clinical development of new drug entities for treatment of
seriously debilitating disorders. Hemispherx's flagship products include Alferon
N Injection(R) (FDA approved for a category of sexually transmitted diseases)
and the experimental therapeutics Ampligen(R) and Oragens(R). Ampligen(R) and
Oragens(R) represent experimental RNA nucleic acids being developed for globally
important debilitating diseases and disorders of the immune system. Hemispherx's
platform technology includes large and small agent components for potential
treatment of various severely debilitating and life threatening diseases.
Hemispherx has in excess of 50 issued patents comprising its core intellectual
property estate and a fully commercialized product (Alferon N Injection(R)). The
Company wholly owns and exclusively operates a GMP certified manufacturing
facility in the United States for commercial products. For more information
please visit http://www.hemispherx.net Information contained in this news
release other than historical information, should be considered forward-looking
and is subject to various risk factors and uncertainties. For instance, the
strategies and operations of Hemispherx involve risk of competition, changing
market conditions, change in laws and regulations affecting these industries and
numerous other factors discussed in this release and in the Company's filings
with the Securities and Exchange Commission. Any specifically referenced
investigational drugs and associated technologies of the Company (including
Ampligen(R), Alferon LDO and Oragens) are experimental in nature and as such are
not designated safe and effective by a regulatory authority for general use and
are legally available only through clinical trials with the referenced
disorders. The forward-looking statements represent the Company's judgment as of
the date of this release. The Company disclaims, however, any intent or
obligation to update these forward-looking statements. Clinical trials for other
potential indications of the approved biologic Alferon N Injection(R) do not
imply that the product will ever be specifically approved commercially for these
other treatment indications. Similarly, the completion of NDA filing process
with Ampligen(R) does not imply that the product will ever be approved
commercially.
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