form8k_resign-term.htm
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 1, 2009
ATHEROGENICS,
INC.
(Exact
Name of Registrant as Specified in its Charter)
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Georgia
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0-31261
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58-2108232
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(State
or other jurisdiction
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(Commission
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(I.R.S.
Employer
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of
incorporation)
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File
Number)
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Identification
Number)
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8995
Westside Parkway
Alpharetta,
GA 30009
(Address
of principal executive offices)
Registrant's
telephone number, including area code (678) 336-2500
_________________
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
5.02 – Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain
Officers
(b) On
April 1, 2009, R. Wayne Alexander, Samuel L. Barker and Margaret E. Grayson
resigned from the board of directors of AtheroGenics, Inc. (the “Company”) and
their related committee appointments.
In
addition, with the completion of the sale of the Company’s assets, on April 1,
2009 the Company announced the involuntary separation of Russell M. Medford,
Mark P. Colonnese, Joseph M. Gaynor, Jr. and W. Charles
Montgomery (the “Named Executive Officers”) from their positions as officers of
the Company.
(c) The
Company also appointed Charles A. Deignan, 44, as its President, Secretary and
Chief Financial Officer. Mr. Deignan, who had previously served as the
Company’s Vice President of Finance and Administration and Principal Accounting
Officer, will oversee the wind down of the Company through the conclusion of the
bankruptcy process.
____________________
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.
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ATHEROGENICS,
INC.
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Date: April
1, 2009
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By:
CHARLES A.
DEIGNAN
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Charles
A. Deignan
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President
and Secretary
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and
Chief Financial Officer
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____________________