SPECTRUM PHARMACEUTICALS INC false 0000831547 0000831547 2020-12-10 2020-12-10












Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): December 10, 2020




(Exact name of registrant as specified in its charter)




Delaware   001-35006   93-0979187
(State or Other Jurisdiction
of Incorporation)
File Number)
  (IRS Employer
Identification No.)


11500 S. Eastern Ave., Ste. 240, Henderson, NV   89052
(Address of Principal Executive Offices)   (Zip Code)

Registrant’s telephone number, including area code: (702) 835-6300

Not Applicable

(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:


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))

Securities registered pursuant to Section 12(b) of the Act:


Title of each class





Name of each exchange

on which registered

Common Stock, $0.001 par value    SPPI    The NASDAQ Global Select Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company  

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ☐




Item 5.02

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

Ms. Elizabeth A. Czerepak, a director of Spectrum Pharmaceuticals, Inc. (the “Company”), retired from the Company’s Board of Directors (the “Board”), effective as of December 10, 2020.

Effective as of December 10, 2020, the Board appointed Ms. Nora E. Brennan to fill the directorship vacated by Ms. Czerepak and to serve on the Board until the Company’s next annual meeting of stockholders or until her respective successor is elected and qualified. Ms. Brennan was appointed to serve as the Chair of the Audit Committee and as a member of the Compensation Committee of the Board effective December 10, 2020.

There are no arrangements or understandings between Ms. Brennan and any other persons pursuant to which she was elected to serve on the Board. There are no transactions in which Ms. Brennan has an interest requiring disclosure under Item 404(a) of Regulation S-K.

In connection with the appointment of Ms. Brennan to the Board, she also is expected to enter into the Company’s standard form of indemnification agreement providing for indemnification and advancement of expenses to the fullest extent permitted by the General Corporation Law of the State of Delaware.

Ms. Brennan shall receive fees, compensation and equity awards in accordance with the terms of the Company’s compensation policy for directors, which was disclosed in the Company’s definitive proxy statement on Schedule 14A filed with the SEC on April 22, 2020, the terms of which are incorporated by reference herein.

The Company issued a press release regarding the appointment of Ms. Brennan as a Director which is attached hereto as Exhibit 99.1 and is incorporated herein by reference.


Item 9.01

Financial Statements and Exhibits.

(d) Exhibits.





99.1    Press release dated December 14, 2020
104    Cover Page Interactive Data File (embedded within the Inline XBRL document).


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.





Date: December 14, 2020  



/s/ Kurt A. Gustafson







Kurt A. Gustafson

Executive Vice President and Chief Financial Officer


Exhibit 99.1




Spectrum Pharmaceuticals Appoints Nora Brennan to Board of Directors

HENDERSON, Nevada – December 14, 2020 - Spectrum Pharmaceuticals (NasdaqGS: SPPI) a biopharmaceutical company focused on novel and targeted oncology therapies, today announced the appointment of Nora Brennan to its Board of Directors. Ms. Brennan fills a vacancy left by Ms. Elizabeth Czerepak, who retired from the Board effective December 10, 2020.

“We are delighted to have Ms. Brennan join Spectrum’s Board of Directors as the company continues to focus its development efforts on novel treatments for patients with cancer,” said William Ashton, Chairman of the Board, Spectrum Pharmaceuticals. “Her leadership and experience in the pharmaceutical and medical technology sectors make her an ideal contributor to our future growth. We would also like to thank Ms. Czerepak for her dedicated service and numerous contributions to the Board, and we wish her well in all of her future endeavors.”

Nora Brennan is an experienced life sciences executive and currently serves as Chief Financial Officer of TELA Bio, Inc., a commercial stage medical device company. Ms. Brennan has extensive financial experience of more than 20 years, and she has held leadership roles across the healthcare and banking industries for both private and public global companies. Prior to joining TELA, Ms. Brennan served as Chief Financial Officer at Xeris Pharmaceuticals, Inc., a specialty pharmaceutical company, where she led the finance function and execution of corporate strategy, including its initial public offering. Previously, she was employed at Integra Lifesciences Corporation, a global medical device company, where she held various senior leadership roles, including Senior Vice President, Investor Relations and Corporate Treasurer. Prior to joining Integra, Ms. Brennan worked at Citigroup and JP Morgan in various finance and investment banking roles. Ms. Brennan holds a Master of Business Administration degree from the University of Chicago Booth School of Business and a Bachelor of Arts from the University of Illinois.

About Spectrum Pharmaceuticals, Inc.

Spectrum Pharmaceuticals is a biopharmaceutical company focused on acquiring, developing, and commercializing novel and targeted oncology therapies. Spectrum has a strong track record of successfully executing across the biopharmaceutical business model, from in-licensing and acquiring differentiated drugs, clinically developing novel assets, successfully gaining regulatory approvals and commercializing in a competitive healthcare marketplace. Spectrum has a late-stage pipeline with novel assets that serve areas of unmet need. This pipeline has the potential to transform the company in the near future. For additional information on Spectrum Pharmaceuticals, please visit www.sppirx.com.


11500 S. Eastern Ave., Ste. 240 • Henderson, Nevada 89052    • Tel: 702-835-6300    • Fax: 702-260-7405    • www.sppirx.com    • NASDAQ: SPPI



Notice Regarding Forward-Looking Statements

This press release may contain forward-looking statements regarding future events and the future performance of Spectrum Pharmaceuticals that involve risks and uncertainties that could cause actual results to differ materially. These statements are based on management’s current beliefs and expectations. These statements include, but are not limited to, statements that relate to Spectrum’s business and its future, including certain company milestones, Spectrum’s ability to identify, acquire, develop and commercialize a broad and diverse pipeline of late-stage clinical and commercial products, the timing and results of FDA decisions, and any statements that relate to the intent, belief, plans or expectations of Spectrum or its management, or that are not a statement of historical fact. Risks that could cause actual results to differ include the possibility that Spectrum’s existing and new drug candidates may not prove safe or effective, the possibility that our existing and new applications to the FDA and other regulatory agencies may not receive approval in a timely manner or at all, the possibility that our existing and new drug candidates, if approved, may not be more effective, safer or more cost efficient than competing drugs, the possibility that our efforts to acquire or in-license and develop additional drug candidates may fail, our dependence on third parties for clinical trials, manufacturing, distribution and quality control and other risks that are described in further detail in the company’s reports filed with the Securities and Exchange Commission. The company does not plan to update any such forward-looking statements and expressly disclaims any duty to update the information contained in this press release except as required by law.

SPECTRUM PHARMACEUTICALS, INC.® is a registered trademark of Spectrum Pharmaceuticals, Inc. and its affiliates. REDEFINING CANCER CARE and the Spectrum Pharmaceuticals’ logos are trademarks owned by Spectrum Pharmaceuticals, Inc. Any other trademarks are the property of their respective owners.

© 2020 Spectrum Pharmaceuticals, Inc. All Rights Reserved


Robert Uhl

Managing Director, Westwicke ICR



Kurt Gustafson

Chief Financial Officer





11500 S. Eastern Ave., Ste. 240 • Henderson, Nevada 89052    • Tel: 702-835-6300    • Fax: 702-260-7405    • www.sppirx.com    • NASDAQ: SPPI