Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain
Officers.
On January 9, 2023, the Board of Directors (the "Board") of Amarin Corporation
plc (the "Company"), as part of the ongoing Board refreshment process, appointed
Murray Stewart, DM, FRCP, to the Board to a term commencing immediately. In
accordance with the Company's articles of association, Dr. Stewart will serve
until the Company's 2023 annual general meeting of shareholders, when he will be
a nominee for election to the Board by a vote of the Company's shareholders. The
Board has not determined which, if any, committee or committees of the Board
Dr. Stewart will join.
Dr. Stewart will receive equity awards in connection with his initial
appointment, annual equity awards for so long as he remains on the Board, and
annual fees for his service on the Board and any applicable committees, in
accordance with the Company's non-employee director compensation policy, the
material terms of which policy are disclosed under "Item 11. Executive
Compensation-Director Compensation-Non-Employee Director Compensation" of
Amendment No. 1 to the Company's Annual Report on Form 10-K for the fiscal year
ended December 31, 2021, filed with the U.S. Securities and Exchange Commission
on May 2, 2022. The Company expects to enter into a deed of indemnity with
Dr. Stewart, in substantially the same form entered into with the other
directors of the Company.
There are no other arrangements or understandings between Dr. Stewart and any
other person pursuant to which Dr. Stewart was selected as a director.
Dr. Stewart is not a party to any transaction required to be disclosed pursuant
to Item 404(a) of Regulation S-K.
Item 7.01 Regulation FD Disclosure
On January 10, 2023, the Company issued a press release announcing a change to
the composition of the Board. A copy of the press release is furnished herewith
as Exhibit 99.1 and incorporated herein by reference.
The information set forth in this Item 7.01 and in the press release furnished
as Exhibit 99.1 herewith shall not be deemed "filed" for purposes of Section 18
of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or
otherwise subject to the liabilities of that section, nor shall such information
be deemed incorporated by reference in any filing under the Securities Act of
1933, as amended, or the Exchange Act, except as shall be expressly set forth by
specific reference in such filing.
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Item 9.01 Financial Statements and Exhibits
(d) Exhibits
Exhibit No. Description
99.1 Press Release, dated January 10, 2023 (furnished herewith)
104 Cover Page Interactive Data File (embedded within the Inline XBRL
document)
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