-------------------------- OMB APPROVAL -------------------------- OMB Number: 3235-0060 Expires: May 31, 2000 Estimated average burden hours per response....5.00 -------------------------- 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) March 9, 2001 -------------------------------- TRIANGLE PHARMACEUTICALS, INC. -------------------------------------------------------------------------------- (Exact name of registrant as specified in its charter) DELAWARE 000-21589 56-1930728 -------------------------------------------------------------------------------- (State or other jurisdiction (Commission (IRS Employer of incorporation) File Number) Identification No.) 4 University Place, 4611 University Drive, Durham, North Carolina 27707 -------------------------------------------------------------------------------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code (919) 493-5980 ------------------------------ -------------------------------------------------------------------------------- (Former name or former address, if changed since last report) Item 5. Other Events. On March 12, 2001, Triangle Pharmaceuticals, Inc. issued a press release, a copy of which is attached hereto as Exhibit 99.1, and is incorporated herein by reference. Item 7. Financial Statements, Pro Forma Financial Information and Exhibits. (c) Exhibits. The following documents are filed as exhibits to this Report: 4.1 Certificate of Designations, Preferences and Rights of the Series B Preferred Stock, as filed with the Secretary of State of the State of Delaware. 10.1 Form of Purchase Agreement with respect to the Series B Preferred Stock made as of January 30, 2001 between the Company and each of the investors with whom the stock was placed. 99.1 Press Release, dated March 12, 2001. SIGNATURES Pursuant to the requirements of the Securities Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. Triangle Pharmaceuticals, Inc. --------------------------------------- (Registrant) March 21, 2001 /s/ Robert F. Amundsen, Jr. ----------------------------------- --------------------------------------- Date (Signature) Name: Robert F. Amundsen, Jr. Title: Executive Vice President & Chief Financial Officer -2-