Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934


Date of Report (Date of Earliest Event Reported): April 13, 2020 (April 7, 2020)



KemPharm, Inc.

(Exact Name of Registrant as Specified in Its Charter)






(State or Other Jurisdiction of Incorporation)

(Commission File Number)

(IRS Employer Identification No.)


1180 Celebration Boulevard, Suite 103, Celebration, FL



(Address of Principal Executive Offices)


(Zip Code)


Registrant’s Telephone Number, Including Area Code: (321) 939-3416



(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 Instructions 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))


Securities registered pursuant to Section 12(b) of the Act:


Title of each class Trading Symbol(s) Name of each exchange on which registered
Common Stock KMPH Nasdaq Capital Market


Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).


Emerging growth company   ☒


If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.   ☒





Item 8.01          Other Events.


On April 7, 2020, KemPharm, Inc.'s (the “Company”) board of directors set the date of the Company's 2020 annual meeting of stockholders as June 19, 2020. This is more than 30 calendar days from April 24, 2020, the anniversary of the annual meeting to which the Company's 2019 proxy statement related.


Accordingly, the Company hereby informs its stockholders that the deadline for submitting stockholder nominations or proposals, including any notice on Schedule 14N, for inclusion in the Company’s proxy statement and form of proxy for the Company’s 2020 annual meeting is now April 23, 2020. Stockholders are advised to review the Company's bylaws, which contain additional requirements about advance notice of stockholder proposals and director nominations.


In addition, on April 7, 2020, the Company's board of directors determined that the Company's 2020 annual meeting of stockholders will be conducted in a virtual environment. Further details regarding such virtual meeting will be included in the Company's definitive proxy materials to its stockholders in connection with the 2020 annual meeting of stockholders.







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 thereunto duly authorized.




KemPharm, Inc.





Date: April 13, 2020



/s/ R. LaDuane Clifton




R. LaDuane Clifton, CPA




Chief Financial Officer, Secretary and Treasurer