Washington, D.C. 20549







Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of the earliest event reported): September 18, 2018




(Exact name of registrant as specified in its charter)




Delaware   0-22705   33-0525145

(State or other jurisdiction of

incorporation or organization)



File Number)


(IRS Employer

Identification No.)

12780 El Camino Real, San Diego, California   92130
(Address of principal executive offices)   (Zip Code)

Registrant’s telephone number, including area code: (858) 617-7600


(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:


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))

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 5.02

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

(b)    On September 18, 2018, Corinne Nevinny notified Neurocrine Biosciences, Inc. (the “Company”) of her retirement from board service with the Company, in connection with which Ms. Nevinny submitted her resignation as a member of the Company’s Board of Directors (the “Board”) and as a member of all committees of the Board on which she served, effective September 18, 2018. Ms. Nevinny has resigned from the Board to pursue an opportunity in an industry unrelated to the biopharmaceutical industry.

In connection with Ms. Nevinny’s resignation from the Board, effective September 22, 2018, the Board appointed George J. Morrow as a member of the Audit Committee of the Board, effective immediately, to serve with existing members Richard F. Pops and Stephen A. Sherwin, M.D.


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.


Dated: September 24, 2018    

/s/ Darin M. Lippoldt

      Darin M. Lippoldt
      Chief Legal Officer