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): April 6, 2015

 

 

LANTHEUS MEDICAL IMAGING, INC.

(Exact name of registrant as specified in its charter)

 

 

 

Delaware		333-169785		51-0396366
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

331 Treble Cove Road, North Billerica, MA 01862

(Address of principal executive offices) (Zip code)

Registrant’s telephone number, including area code: (978) 671-8001

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 (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))

 

 

 

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Item 5.02

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

On April 6, 2015, Lantheus Holdings, Inc., the ultimate parent company of Lantheus Medical Imaging, Inc., amended the Lantheus Holdings, Inc. 2013 Equity Incentive Plan, as amended (the “Plan”), to increase the number of shares authorized for issuance under the Plan to 3,700,000. A copy of Amendment to the Plan is filed as Exhibit 10.1 to this Current Report on Form 8-K and incorporated by reference herein.

 

Item 9.01.

Financial Statements and Exhibits.

(d) Exhibits

 

Exhibit No.		Description
10.1		Amendment to the Lantheus Holdings, Inc. 2013 Equity Incentive Plan.

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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.

 

Date: April 10, 2015

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EXHIBIT INDEX

 

Exhibit No.		Description
10.1		Amendment to the Lantheus Holdings, Inc. 2013 Equity Incentive Plan.

Exhibit 10.1

AMENDMENT

TO

LANTHEUS HOLDINGS, INC.

2013 EQUITY INCENTIVE PLAN

This AMENDMENT (this “Amendment”) to that certain Lantheus Holdings, Inc. (formerly known as “Lantheus MI Holdings, Inc.”) 2013 Equity Incentive Plan, as in effect from time to time (the “Plan”), is dated as of April 6, 2015.

WHEREAS, pursuant to Section 16 of the Plan, the Board desires to amend Section 4 of the Plan to increase the maximum number of Shares that may be issued pursuant to Awards under the Plan;

NOW THEREFORE, it is hereby acknowledged and agreed that:

1. Defined Terms. Capitalized terms used herein, but not otherwise defined herein, have the respective meanings ascribed to them in the Plan.

2. Amendment. Section 4(a) of the Plan shall be, and is, hereby amended and restated in its entirety as follows:

“a. Basic Limitation. Subject to the following provisions of this Section 4 and Section 13, the maximum number of Shares that may be issued pursuant to Awards under the Plan is 3,700,000 (three million seven hundred thousand) Shares. Shares may only be authorized but unissued Shares and may not be treasury Shares. Where an Award is granted in tandem, the number of Shares charged against the Basic Limitation shall be the maximum number of Shares that may be issued pursuant to the Award.”

3. Reference to and Effect on the Plan. Except as specifically amended hereby, the Plan shall remain in full force and effect and otherwise unmodified. All references in the Plan to the “Plan” shall mean the Plan as amended hereby.

4. Effectiveness. This Amendment is effective as of the date first written above.