Item 1.01 Entry into a Material Definitive Agreement.
On April 29, 2021, Alkermes plc (the “Company”) and Sarissa Capital Offshore
Master Fund LP (together with its affiliates and associates, “Sarissa Capital”)
reached an agreement pursuant to which the Company has granted Sarissa Capital a
right to designate one director for appointment to the Company’s board of
directors (the “Board”) from a predetermined list of candidates identified by
Sarissa Capital. This right is exercisable between October 30, 2021 and February
28, 2022. In connection with this agreement, Sarissa Capital withdrew its notice
to the Company, dated as of December 4, 2020, nominating a director candidate
for election to the Board at the Company’s 2021 annual general meeting of
Item 7.01 Regulation FD Disclosure.
On April 30, 2021, the Company issued a press release related to the agreement
described in Item 1.01 above, a copy of which is furnished herewith as Exhibit
99.1 and is incorporated herein by reference. This Item 7.01 and Exhibit 99.1
furnished herewith shall not be deemed “filed” for purposes of Section 18 of the
Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise
subject to the liabilities of that section, nor shall such information be deemed
incorporated by reference in any filing under the Securities Act of 1933, as
amended, or the Exchange Act except as expressly set forth by specific reference
in such a filing.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits. Exhibit No. Description 99.1 Press release issued by Alkermes plc dated April 30, 2021. 104 Cover Page Interactive Data File (embedded within the Inline XBRL document).
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