SECURITIES AND EXCHANGE COMMISSION

Washington, DC  20549

 


 

FORM 8-K/A

 

(Amendment No. 1)

 


 

CURRENT REPORT
 

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

 

Date of Report (Date of earliest event reported)
May 15, 2007

 


 

MEDAREX, INC.

(Exact name of registrant as specified in its charter)

 


 

New Jersey

 

0-19312

 

22-2822175

(State of other jurisdiction

 

(Commission File Number)

 

(IRS Employer Identification No.)

of incorporation)

 

 

 

 

 

707 State Road, Princeton, N.J. 08540-1437

(Address of Principal Executive Offices)

 

Registrant’s telephone number, including area code: (609) 430-2880

 

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):

 

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.14d-2(b))

o   Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 



 

MEDAREX, INC.

TABLE OF CONTENTS

FOR

CURRENT REPORT ON FORM 8-K/A

 

Explanatory Note

 

3

 

 

 

 

 

Item 9.01

 

Financial Statements and Exhibits.

 

4

 

 

 

 

 

Signature

 

 

 

4

 

2



 

Explanatory Note

 

This amendment to the Current Report on Form 8-K filed by Medarex, Inc. (“Medarex”) on May 22, 2007 (the “Form 8-K”) corrects an incorrect number in Medarex’s 2005 Equity Incentive Plan (the “Plan”), filed as Exhibit 10.1 to the Form 8-K. At the 2006 Annual Meeting of shareholders, the shareholders voted to increase the number of shares of common stock reserved for issuance under the Plan by 5,500,000 shares, increasing the total of 6,500,000 shares reserved under the Plan (subject to adjustment as provided in the Plan), to an aggregate total of 12,000,000 shares reserved under the Plan (subject to adjustment as provided in the Plan). As filed with the Form 8-K, the text of the Plan did not reflect this increase in the number of shares reserved.

 

All references to the Plan do not purport to be complete and are qualified in their entirety by the Plan itself, which is filed as Exhibit 99.1 to this Current Report on Form 8-K/A.

 

Item 9.01               Financial Statements and Exhibits.

 

(c)           Exhibits. The following materials are filed as exhibits to this Current Report on Form 8-K/A:

 

Exhibit

 

 

Number

 

Description

 

 

 

99.1

 

Medarex, Inc. 2005 Equity Incentive Plan, as amended.

 

3



 

SIGNATURE

 

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.

 

 

MEDAREX, INC.

 

Registrant

 

 

 

 

Date: November 2, 2007

By:

/s/ Christian S. Schade

 

 

 

Christian S. Schade

 

 

Senior Vice President and Chief

 

 

Financial Officer

 

4



 

Exhibit Index

 

Exhibit
Number

 

Description

 

 

 

99.1

 

Medarex, Inc. 2005 Equity Incentive Plan, as amended.

 

5