UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 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):  August 6, 2020

SIGA TECHNOLOGIES, INC.

(Exact name of registrant as specified in its charter)

Registrant’s telephone number, including area code:  (212) 672-9100

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):

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.       ☐

 

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

 

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On August 6, 2020 upon the recommendation of the Nominating and Corporate Governance Committee of the Board of Directors (the “Board”) of SIGA Technologies, Inc., a Delaware corporation (the “Company”), the Board appointed Edward P. Taibi as a director of the Company, effective immediately, restoring the number of directors serving on the Board to nine. Mr. Taibi will serve a term through the date of the next annual meeting of the Company's stockholders.  Mr. Taibi is an Executive Vice President of MacAndrews & Forbes Incorporated, a related party to SIGA

Mr. Taibi will receive compensation consistent with that awarded to other non-employee Board members for their duties performed in serving on the Board, as previously disclosed in the Company's Definitive Proxy Statement filed with the Securities and Exchange Commission on April 28, 2020.  As such, on the date of his appointment, Mr. Taibi was granted fully vested stock options to purchase 25,000 shares of the Company's common stock at an exercise price of $6.52 per share, the closing market price of the Company's common stock on August 6, 2020, and an award of 15,000 restricted stock units with vesting on the date of and immediately prior to the 2021 annual meeting of the Company’s shareholders.  Mr. Taibi will also receive an annual retainer of $25,000 (prorated for the portion of the annual term remaining), with such payments to be made quarterly, in arrears, and meeting fees of $1,500 for each board meeting and $1,000 for each committee meeting.

As of the date hereof, Mr. Taibi has not been appointed to serve on any Committees of the Board.

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

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