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
24, 2005
ADVENTRX
Pharmaceuticals, Inc.
(Exact
name of registrant as specified in its charter)
Delaware
(State or
other jurisdiction of incorporation)
|
001-32157
(Commission
File Number) |
|
84-1318182
(IRS
Employer Identification No.) |
6725
Mesa Ridge Road, Suite 100
San
Diego, California 92121
(Address
of principal executive offices) (Zip Code)
(858)
552-0866
(Company’s
telephone number, including area code)
Item
1.01. Entry into a Material Definitive Agreement.
On May
24, 2005, at the annual meeting of stockholders of the Company, the stockholders
of the Company approved the Company’s 2005
Equity Incentive Plan and the 2005 Employee Stock Purchase Plan. The
descriptions of the terms and conditions of the 2005 Equity Incentive Plan and
2005 Employee Stock Purchase Plan are incorporated by reference from the
sections captioned “Proposal 2 - Approval of 2005 Equity Incentive Plan” and
“Proposal 3 - Approval of 2005 Employee Stock Purchase Plan,” respectively, in
our Proxy Statement on Schedule 14A filed with the Securities and Exchange
Commission on May 20, 2005 and such sections are attached hereto as Exhibits
99.1 and 99.2, respectively.
On June
3, 2005 the Company entered into the First Amendment to the Standard
Multi-Tenant Office Lease - Gross, dated June 3, 2004 between the Company and
George V. & Ellen M. Casey, Trustees of the Casey Family Trust dated June
22, 1998 (the “Casey Trust”). Pursuant to the terms of the First Amendment, the
Casey Trust agreed to lease to the Company an additional 3,173 square feet of
office space at the Company’s current location at an initial annual rental rate
of approximately $59,000. The new space represents an approximate 35% increase
in the total amount of space leased by the Company at its headquarters. The
Company’s lease of this additional space is subject to all of the terms and
conditions of the original lease with the Casey Trust. The term of the Company’s
lease of this additional space will end on August 31, 2009.
Item
9.01. Financial Statements and Exhibits.
(c) The
exhibit list required by this item is incorporated by reference to the Exhibit
Index filed as part of this report.
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.
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ADVENTRX
Pharmaceuticals, Inc. |
|
|
|
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By: |
/s/
Carrie E. Carlander |
| |
Name:
Carrie E. Carlander |
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Title:
Chief Financial Officer, Vice President, Finance, and
Treasurer |
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|
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June
9, 2005 |
EXHIBIT
INDEX
|
Exhibit
|
Description
|
|
99.1
|
Proposal
2 - Approval of 2005 Equity Incentive Plan
|
|
99.2
|
Proposal
3 - Approval of 2005 Employee Stock Purchase Plan
|