S-8 1 prtk-formsx82023evergreenx.htm S-8 Document

 
Registration No. 333-
As filed with the Securities and Exchange Commission on March 17, 2023
 
 
 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
 
 
FORM S-8
 
REGISTRATION STATEMENT UNDER THE
SECURITIES ACT OF 1933
 
 
PARATEK PHARMACEUTICALS, INC.
(Exact name of registrant as specified in its charter)
 
 
Delaware 33-0960223
(State or other jurisdiction of
incorporation or organization)		 
(IRS Employer
Identification No.)
 
 
75 Park Plaza
Boston, MA 02116
(Address of Principal Executive Offices) (Zip Code)
 
 
Paratek Pharmaceuticals, Inc. 2015 Equity Incentive Plan

(Full titles of the plans)
 
 
Evan Loh, M.D.
Chief Executive Officer
75 Park Plaza
Boston, MA 02116
(Name and address of agent for service)
 
(617) 807-6600
(Telephone number, including area code, of agent for service)
 
 
Please send copies of all communications to:
 
   
William M. Haskel
Chief Legal Officer, General Counsel and Corporate Secretary
Paratek Pharmaceuticals, Inc.
75 Park Plaza
Boston, MA 02116
(617) 807-6600
 
Thomas J. Danielski
Christopher D. Comeau
Ropes & Gray LLP
Prudential Tower
800 Boylston Street
Boston, MA 02199
(617) 951-7000
 
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
 
Large accelerated filer ☐
 
Accelerated filer ☒
Non-accelerated filer ☐
 
Smaller reporting company ☒
  
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 7(a)(2)(B) of the Securities Act. ☐
  

    
132189852_6

EXPLANATORY NOTE
 
This Registration Statement on Form S-8 is being filed to register an additional 2,832,577 shares under the Registrant’s 2015 Equity Incentive Plan. Pursuant to Instruction E to Form S-8, the Registrant incorporates by reference, except to the extent supplemented, amended or superseded by the information set forth herein, into this Registration Statement the entire contents of its Registration Statement on Form S-8 (File No. 333-205482) filed with the Securities and Exchange Commission (the “SEC”) on July 2, 2015, its Registration Statement on Form S-8 (File No. 333-210053) filed with the SEC on March 9, 2016, its Registration Statement on Form S-8 (File No. 333-217660) filed with the SEC on May 4, 2017, its Registration Statement on Form S-8 (File No. 333-224781) filed with the SEC on May 9, 2018, its Registration Statement on Form S-8 (File No. 333-230097) filed with the SEC on March 6, 2019, its Registration Statement on Form S-8 (File No. 333-237084) filed with the SEC on March 11, 2020, its Registration Statement on Form S-8 (File No. 333-254857), filed with the SEC on March 30, 2021, and its Registration Statement on Form S-8 (File No. 333-263579), filed with the SEC on March 15, 2022.

PART II
INFORMATION REQUIRED IN THE REGISTRATION STATEMENT 
Item 8. Exhibits.
     Incorporated by Reference
Exhibit
Number		  Description Schedule / Form File Number Exhibit Filing Date
 4.1   Form 8-K 001-36066 3.1 October 31, 2014
      
 4.2   Form 8-K 001-36066 3.2 October 31, 2014
      
 4.3   Form 8-K 001-36066 3.1 July 24, 2015
      
 4.4   Form 8-K 001-36066 3.1 April 16, 2015
      
 4.5   Form S-3 333-201458 4.2 January 12, 2015
      
 4.6   Form S-8 333-205482 99.5 July 2, 2015
      
 4.7   Form S-8 333-205482 99.6 July 2, 2015
      
 4.8   Form S-8 333-205482 99.7 July 2, 2015
      
 4.9   Form 8-K 001-36066 10.1 August 4, 2017
      
 4.10   Form 10-K 001-36066 10.6E March 6, 2018
      
 4.11   Form 10-K 001-36066 10.6F March 6, 2018
      
     
     
5.1*
      
 23.1*          
      
 23.3*          
      
 24.1          
107*
________________
 *Filed herewith.

    
132189852_6

SIGNATURES
 
Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-8 and has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Boston, Commonwealth of Massachusetts, on this 17th day of March, 2023.
 
 PARATEK PHARMACEUTICALS, INC.
   
 By:/s/ Evan Loh
  Name: Evan Loh, M.D.
  Title: Chief Executive Officer
 
POWER OF ATTORNEY
 
Each person whose signature appears below constitutes and appoints Sarah Higgins and William M. Haskel, and each of them acting individually, his or her true and lawful attorney-in-fact and agent with full power of substitution and resubstitution, for him or her and in his or her name, place and stead, in any and all capacities, to sign any and all amendments (including post-effective amendments) to this Registration Statement on Form S-8 to be filed by Paratek Pharmaceuticals, Inc., and to file the same, with all exhibits thereto, and other documents in connection therewith, with the Securities and Exchange Commission, granting unto said attorneys-in-fact and agents full power and authority to be done in and about the premises, as fully to all intents and purposes as he or she might or could do in person, hereby ratifying and confirming all that said attorneys-in-fact and agents, or their substitutes, may lawfully do or cause to be done by virtue hereof.
* * * *
Pursuant to the requirements of the Securities Act of 1933, this Registration Statement has been signed by the following persons in the capacities and on the dates indicated:


SignatureTitleDate
/s/ Evan LohChief Executive Officer and DirectorMarch 17, 2023
Evan Loh, M.D.(Principal Executive Officer)
/s/ Sarah HigginsVice President, Finance and ControllerMarch 17, 2023
Sarah Higgins(Principal Financial and Accounting Officer)
/s/ Michael F. BighamExecutive Chairman and DirectorMarch 17, 2023
Michael F. Bigham
/s/ Minnie Baylor-HenryDirectorMarch 17, 2023
Minnie Baylor-Henry
/s/ Thomas J. DietzDirectorMarch 17, 2023
Thomas J. Dietz, Ph. D.
/s/ Timothy R. FransonDirectorMarch 17, 2023
Timothy R. Franson, M.D.
/s/ Rolf K. HoffmannDirectorMarch 17, 2023
Rolf K. Hoffmann
/s/ Kristine PetersonDirectorMarch 17, 2023
Kristine Peterson
/s/ Robert S. RadieDirectorMarch 17, 2023
Robert S. Radie
/s/ Jeffrey SteinDirectorMarch 17, 2023
Jeffrey Stein, Ph.D.
    
132189852_6