8-K

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

February 13, 2023

Date of Report (date of earliest event reported)

Corcept Therapeutics Incorporated

(Exact name of registrant as specified in its charter)

Delaware	000-50679	77-0487658
(State or other jurisdiction of incorporation or organization)	(Commission File Number)	(I.R.S. Employer Identification No.)

149 Commonwealth Drive, Menlo Park, CA 94025

(Address of Principal Executive Offices) (Zip Code)

(650) 327-3270

Registrant’s telephone number, including area code

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):

☐ 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(s)	Name of each exchange on which registered
Common Stock, $0.001 par value	CORT	The Nasdaq Stock Market

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

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 8.01. Other Events

On February 13, 2023, Corcept Therapeutics Incorporated (“Corcept”) issued a press release announcing that it has reached a preliminary settlement of all claims in the purported securities class action against Corcept and certain of its executive officers captioned Melucci v. Corcept Therapeutics Incorporated, et al., Case No. 5:19-cv-01372-LHK, which was pending in the United States District Court for the Northern District of California. Under the proposed settlement, Corcept has agreed to make a one-time payment of $14.0 million, which will be covered in full by Corcept’s insurers.

The press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits

(d) Exhibits

Exhibits No.	Description
99.1	Press Release, dated February 13, 2023
104.1	Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document.

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.

	CORCEPT THERAPEUTICS INCORPORATED
Date: February 13, 2023	By:	/s/ Atabak Mokari
	Name:	Atabak Mokari
	Title:	Chief Financial Officer and Treasurer

EX-99.1

Exhibit 99.1

CONTACT: Corcept Therapeutics Investor Relations ir@corcept.com www.corcept.com

CORCEPT THERAPEUTICS ANNOUNCES PRELIMINARY SETTLEMENT

OF PURPORTED SECURITIES CLASS ACTION LITIGATION

MENLO PARK, Calif. (February 13, 2023) – Corcept Therapeutics Incorporated (NASDAQ: CORT), a commercial-stage company engaged in the discovery and development of medications to treat severe endocrine, oncologic, metabolic and neurological disorders by modulating the effects of the hormone cortisol, today announced that it has reached a preliminary settlement of all claims in the purported securities class action against Corcept and certain of its executive officers captioned Melucci v. Corcept Therapeutics Incorporated, et al., Case No. 5:19-cv-01372-LHK, which was pending in the United States District Court for the Northern District of California. Under the proposed settlement, Corcept has agreed to make a one-time payment of $14.0 million, which will be covered in full by Corcept’s insurers.

About Corcept Therapeutics

Corcept has discovered a large portfolio of proprietary compounds that selectively modulate the effects of cortisol and owns extensive United States and foreign intellectual property covering both their composition and their use to treat a variety of serious disorders. The company is conducting clinical trials of its leading cortisol modulators as potential treatments for patients with Cushing’s syndrome, ovarian, prostate and adrenal cancer, ALS and liver disease. Corcept’s drug Korlym^® was the first medication approved by the U.S. Food and Drug Administration for the treatment of patients with Cushing’s syndrome.

Forward-Looking Statements

Statements in this press release, other than statements of historical fact, are forward-looking statements based on our current plans and expectations that are subject to risks and uncertainties that might cause our actual results to differ materially from those such statements express or imply. These statements include those related to the proposed settlement of the litigation and our insurance coverage. These risks and uncertainties include, but are not limited to, risks that the parties do not reach a final settlement, risks that the United States District Court for the Northern District of California does not approve the proposed settlement, risks that our insurance does not cover the settlement and other risks set forth in Corcept’s filings with the Securities and Exchange Commission (the “SEC”), which are available at our website and the SEC’s website. We disclaim any intention or duty to update forward-looking statements made in this press release.

XML

Document and Entity Information	Feb. 13, 2023
Cover [Abstract]
Entity Registrant Name	CORCEPT THERAPEUTICS INC
Amendment Flag	false
Entity Central Index Key	0001088856
Document Type	8-K
Document Period End Date	Feb. 13, 2023
Entity Incorporation State Country Code	DE
Entity File Number	000-50679
Entity Tax Identification Number	77-0487658
Entity Address, Address Line One	149 Commonwealth Drive
Entity Address, City or Town	Menlo Park
Entity Address, State or Province	CA
Entity Address, Postal Zip Code	94025
City Area Code	(650)
Local Phone Number	327-3270
Written Communications	false
Soliciting Material	false
Pre Commencement Tender Offer	false
Pre Commencement Issuer Tender Offer	false
Security 12b Title	Common Stock, $0.001 par value
Trading Symbol	CORT
Security Exchange Name	NASDAQ
Entity Emerging Growth Company	false