UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 


 

Form 8-K

 


 

PURSUANT TO SECTION 13 OR 15(d)

OF THE SECURITIES EXCHANGE ACT OF 1934

 

Commission File Number: 000-31979

 

Date of Report (Date of earliest event reported): July 25, 2008

 


 

ARRAY BIOPHARMA INC.

(Exact name of registrant as specified in its charter)

 

DELAWARE

 

84-1460811

(State of other jurisdiction of incorporation or organization)

 

(I.R.S. Employer Identification No.)

 

3200 WALNUT STREET, BOULDER, COLORADO 80301

(Address of principal executive offices)

 

(303) 381-6600

(Registrant’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):

 

o

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

 

o

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

 

o

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

 

o

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 



 

Item 1.01. Entry into a Material Definitive Agreement.

 

Array BioPharma Inc. (the “Company”) and Genentech, Inc. (“Genentech”) have entered into an amendment effective as of July 25, 2008 (the “Amendment”) to the Drug Discovery Collaboration Agreement between the Company and Genentech dated December 22, 2003, as amended (the “Agreement”). Under the Amendment, Genentech exercised its option to extend the research term under the Agreement by two years, and the Company and Genentech agreed to reduce the number of the Company’s full-time equivalent scientists (“FTEs”) performing services under the Agreement. After January 1, 2010, Genentech can further reduce the number of FTEs under the Agreement.

 

2



 

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.

 

 

 

 

ARRAY BIOPHARMA INC.

 

 

 

Date: July 25, 2008

 

 

 

By:

/s/ Robert E. Conway

 

 

Robert E. Conway

 

 

Chief Executive Officer

 

3