form8k_boardchanges.htm

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):    October 9, 2009    

Commission File No. 000-16929


Soligenix, Inc.
(Exact name of small business issuer as specified in its charter)


DELAWARE
 
41-1505029
(State or other jurisdiction of incorporation or organization)
 
(I.R.S. Employer Identification Number)
     
29 Emmons Drive,
Suite C-10
Princeton, NJ
 
 
 
08540
(Address of principal executive offices)
 
(Zip Code)
(609) 538-8200
(Issuer’s telephone number, including area code)
     


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 Exchange Act (17 CFR 240.14a-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 (17 CFR 240.13e-4(c))

 
 

 

Item 5.02.  Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.  
 
On October 8, 2009, Soligenix, Inc. (the “Company”) appointed  Robert J. Rubin, MD, to the Company’s Board of Directors (the “Board”).  Dr. Rubin will also be a member of the Board’s audit, compensation and nominating committees.

Dr. Rubin has been a clinical professor of medicine at Georgetown University since 1995. From 1987 to 2001, he was president of the Lewin Group (purchased by Quintiles Transnational Corp. in 1996), an international health policy and management consulting firm. From 1994 to 1996, Dr. Rubin served as Medical Director of ValueRx, a pharmaceutical benefits company. From 1992 to 1996, Dr. Rubin served as President of Lewin-VHI, a health care consulting company. From 1987 to 1992, he served as President of Lewin-ICF, a health care consulting company. From 1984 to 1987, Dr. Rubin served as a principal for ICF, Inc., a health care consulting company. From 1981 to 1984, Dr. Rubin served as the Assistant Secretary for Planning and Evaluation at the Department of Health and Human Services and as the Assistant Surgeon General in the United States Public Health Service. Dr. Rubin is a board certified nephrologist and internist. Dr. Rubin received an undergraduate degree in Political Science from Williams College and his medical degree from Cornell University Medical College.

Also on October 8, 2009, James S. Kuo, MD, resigned as a member of the Company’s Board.  Dr. Kuo was chairman of the Board and a member of the audit, compensation and nominating committees of the Board.  Chris Schaber, PhD, President and CEO of the Company, has been appointed interim chairman of the Board.

As a new Board member, the Company granted Dr. Rubin options to purchase 300,000 shares of the Company’s common stock at a strike price of $0.31 and an expiration date of October 8, 2019. 

 
 

 


Item 9.01.                      Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.
 
Title
     
99.1
 
Press release issued by the Company on October 9, 2009.
     

 
2

 


     


SIGNATURE

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.

           Soligenix, Inc.


October 9, 2009
by:
/s/ Christopher J. Schaber                                                      
   
Christopher J. Schaber, Ph.D.
   
President and Chief Executive Officer
   
(Principal Executive Officer)
     


 
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EXHIBIT INDEX


Exhibit No.
 
Title
     
99.1
 
Press release issued by the Company on October 9, 2009.