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0000897448falseAMARIN CORP PLC\UK00-000000000008974482025-04-042025-04-04

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 4, 2025

Amarin Corporation plc

(Exact name of registrant as specified in its charter)

 

 

England and Wales

0-21392

Not applicable

(State or other jurisdiction

of incorporation)

(Commission

File Number)

(I.R.S. Employer

Identification No.)

One Central Plaza, 5th Floor, 36 Dame Street,

Dublin D02 EF64, Ireland

Not applicable

(Address of principal executive offices)

(Zip Code)

Registrant’s telephone number, including area code: + 353 1 6699 020

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:

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))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading
Symbol

Name of each exchange
on which registered

American Depositary Shares (ADS(s)), each ADS representing the right to receive one (1) Ordinary Share of Amarin Corporation plc

AMRN

Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

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.

On April 4, 2025, the Board of Directors (the “Board”) of Amarin Corporation plc (the “Company”) appointed Michael Torok, 46, to the Board to a term commencing on such date. In accordance with the Company’s articles of association, Mr. Torok will serve until the Company’s 2025 annual general meeting of shareholders, when he will be a nominee for election to the Board by a vote of the Company’s shareholders. Mr. Torok has not been assigned to any committees of the Board.

Mr. Torok will receive annual compensation for his service on the Board and any applicable committees, in each case, in accordance with the Company’s non-employee director compensation policy, the material terms of which policy, currently in effect, are disclosed under “Director Compensation-Non-Employee Director Compensation” of the Company’s Definitive Proxy Statement, filed with the U.S. Securities and Exchange Commission on March 4, 2024. The Company expects to enter into a deed of indemnity with Mr. Torok, in substantially the same form entered into with the other directors of the Company.

There are no other arrangements or understandings between Mr. Torok and any other person pursuant to which Mr. Torok was selected as a director. Mr. Torok is not a party to any transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K.

 

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.

Description

99.1

Press release, dated April 7, 2025 (furnished herewith).

104

 

Cover Page Interactive Data File (embedded within the Inline XBRL document).

 

 

* * *

 

 


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.

Date: April 7, 2025

 

Amarin Corporation plc

 

 

 

 

By:

/s/ Aaron Berg

 

 

 

Aaron Berg

President and Chief Executive Officer

 

 


EX-99.1 2 amrn-ex99_1.htm EX-99.1 EX-99.1

Exhibit 99.1

img114078973_0.jpg

Amarin Appoints JEC Capital Partners’ Michael Torok to Board of Directors

DUBLIN, Ireland and BRIDGEWATER, N.J., April 7, 2025 (GLOBE NEWSWIRE) -- Amarin Corporation plc (NASDAQ:AMRN) today announced the appointment of Michael Torok, Co-Founder and Managing Director of investment firm JEC Capital Partners, as a member of the Board of Directors, effective immediately.

“On behalf of the board, I welcome Michael. His financial expertise, experience on other boards and, as a fellow shareholder, his shared priority to continue focusing on strategies to maximize shareholder value, make him a beneficial addition to the board at this time,” said Odysseas Kostas, MD, Chairman of the Board.

“I am eager to join the board and begin working with fellow directors and the senior management team to deliver on our shared interest to maximize value,” said Michael Torok, Co-Founder and Managing Director of JEC Capital Partners. “I appreciate the Amarin board’s commitment to transparency and desire to work together for the interests of all shareholders.”

About Michael Torok

Mr. Torok currently serves as Co-Founder and Managing Director of JEC Capital Partners, LLC, an investment firm with offices in the United States and Germany.

Beyond investing and portfolio management, Mr. Torok has extensive experience as a corporate director, having served on the boards of multiple public and private companies across various industries. He has contributed to audit, compensation, nominating and governance, strategic, and pricing committees, bringing expertise in capital allocation, shareholder return initiatives, mergers and acquisitions, and operational improvements.

Prior to co-founding JEC Capital Partners, Mr. Torok served as Chief Financial Officer of Integrated Dynamics Engineering, a global provider of OEM subsystems for semiconductor and medical precision tool makers, where he played a key role in its acquisition by Aalberts Industries (XAMS: AALB). Earlier in his career, he held various positions at PricewaterhouseCoopers LLP, specializing in financial services.

Mr. Torok holds a B.S. in Accounting and Finance and an M.S. in Finance from Boston College.

 


About Amarin

Amarin is an innovative pharmaceutical company leading a new paradigm in cardiovascular disease management. Amarin has offices in Bridgewater, New Jersey in the United States, Dublin in Ireland, Zug in Switzerland, and other countries in Europe as well as commercial partners and suppliers around the world. We are committed to increasing the scientific understanding of the cardiovascular risk that persists beyond traditional therapies and advancing the treatment of that risk.

 

Availability of Other Information About Amarin

Amarin communicates with its investors and the public using the company website (www.amarincorp.com) and the investor relations website (http://www.amarincorp.com/investor-relations), including but not limited to investor presentations and FAQs, Securities and Exchange Commission filings, press releases, public conference calls and webcasts. The information that Amarin posts on these channels and websites could be deemed to be material information. As a result, Amarin encourages investors, the media and others interested in Amarin to review the information that is posted on these channels, including the investor relations website, on a regular basis. This list of channels may be updated from time to time on Amarin’s investor relations website and may include social media channels. The contents of Amarin’s website or these channels, or any other website that may be accessed from its website or these channels, shall not be deemed incorporated by reference in any filing under the Securities Act of 1933.

 

Amarin Contact Information
Investor & Media Inquiries:
Mark Marmur
Amarin Corporation plc
PR@amarincorp.com
Investor.relations@amarincorp.com 

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