UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 6-K
REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934
For the month of August 2019
Commission File Number: 001-37384
GALAPAGOS NV
(Translation of registrant's name into English)
Generaal De Wittelaan L11 A3
2800 Mechelen, Belgium
(Address of principal executive office)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.
Form 20-F [ X ] Form 40-F [ ]
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):
Note: Regulation S-T Rule 101(b)(1) only permits the submission in paper of a Form 6-K if submitted solely to provide an attached annual report to security holders.
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):
Note: Regulation S-T Rule 101(b)(7) only permits the submission in paper of a Form 6-K if submitted to furnish a report or other document that the registrant foreign private issuer must furnish and make public under the laws of the jurisdiction in which the registrant is incorporated, domiciled or legally organized (the registrant's "home country"), or under the rules of the home country exchange on which the registrant's securities are traded, as long as the report or other document is not a press release, is not required to be and has not been distributed to the registrant's security holders, and, if discussing a material event, has already been the subject of a Form 6-K submission or other Commission filing on EDGAR.
The information contained in this report on Form 6-K, including the exhibits, is hereby incorporated by reference into the Company’s Registration Statements on Forms F-3 (File No. 333-230639) and S-8 (File Nos. 333-204567, 333-208697, 333-211834, 333-215783, 333-218160, 333-225263 and 333-231765).
Exhibit
| Exhibit 99.1 | Press release dated August 28, 2019 | |
| Exhibit 99.2 | Press release dated August 30, 2019 | |
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, thereunto duly authorized.
| GALAPAGOS NV | ||
| (Registrant) | ||
| Date: September 5, 2019 | /s/ Xavier Maes | |
| Xavier Maes | ||
| Company Secretary | ||
EXHIBIT 99.1
Transparency notification – Gilead holds 22% of Galapagos shares
Mechelen, Belgium; 28 August 2019; 22.01 CEST; regulated information – Galapagos NV (Euronext & NASDAQ: GLPG) received a transparency notification from Gilead Sciences, Inc.
Pursuant to Belgian transparency legislation1, Galapagos received a transparency notification on 28 August 2019
from Gilead Sciences, Inc. (acting as a parent undertaking or a controlling person), who notified that Gilead Therapeutics A1 Unlimited Company, an indirect subsidiary of Gilead Sciences, holds 13,589,686 of Galapagos' voting rights, consisting of 13,589,686 ordinary shares, as a result of subscribing to a capital increase and thus receiving 6,828,985 new Galapagos shares on 23 August 2019. This represents 22.04% of Galapagos' currently outstanding 61,652,086 shares. Gilead Therapeutics A1 Unlimited Company thus crossed above the 20% threshold of Galapagos' voting rights by acquisition of voting securities on 23 August 2019.
The notification specifies furthermore that (i) Gilead Therapeutics A1 Unlimited Company is a direct subsidiary of Gilead Biopharmaceutics Ireland UC, (ii) Gilead Biopharmaceutics Ireland UC is a direct subsidiary of Gilead Sciences, Inc., and (iii) Gilead Sciences, Inc. has no controlling shareholder.
The full transparency notification is available on the Galapagos website.
About Galapagos
Galapagos (Euronext & NASDAQ: GLPG) discovers and develops small molecule medicines with novel modes of action, three of which show promising patient results and are currently in late-stage development in multiple diseases. The Company's pipeline comprises Phase 3 through to discovery programs in inflammation, fibrosis, osteoarthritis and other indications. Galapagos' ambition is to become a leading global biopharmaceutical company focused on the discovery, development and commercialization of innovative medicines. More information at www.glpg.com.
| Galapagos Contacts | |
| Investors: | Media: |
| Elizabeth Goodwin | Carmen Vroonen |
| VP IR | Senior Director Communications |
| +1 781 460 1784 | +32 473 824 874 |
| Sofie Van Gijsel | Evelyn Fox |
| Director IR | Director Communications |
| +32 485 19 14 15 | +31 6 53 591 999 |
| ir@glpg.com | communications@glpg.com |
1 Belgian Act of 2 May 2007 on the disclosure of major shareholdings in issuers whose shares are admitted to trading on a regulated market and regarding miscellaneous provisions.
EXHIBIT 99.2
Transparency notification
Mechelen, Belgium; 30 August 2019; 22.01 CET; regulated information – Galapagos NV (Euronext & NASDAQ: GLPG) received a transparency notification from Van Herk Investments B.V.
Pursuant to Belgian transparency legislation1, Galapagos received a transparency notification on 29 August 2019 from Van Herk Investments B.V., who notified that it holds 5,800,301 of Galapagos’ voting rights, consisting of ordinary shares (4,895,647) and American Depository Receipts (904,654). This represents 9.41% of Galapagos’ currently outstanding 61,652,086 shares. Van Herk Investments B.V. thus crossed passively below the 10% threshold of Galapagos’ voting rights due to the share issuance by Galapagos on 23 August 2019. Van Herk Investments B.V. is controlled by Adrianus van Herk. The full transparency notice is available on the Galapagos website.
About Galapagos
Galapagos (Euronext & NASDAQ: GLPG) discovers and develops small molecule medicines with novel modes of action, three of which show promising patient results and are currently in late-stage development in multiple diseases. The company’s pipeline comprises Phase 3 through to discovery programs in inflammation, fibrosis, osteoarthritis and other indications. Galapagos’ ambition is to become a leading global biopharmaceutical company focused on the discovery, development and commercialization of innovative medicines. More information at www.glpg.com.
| Galapagos Contacts | |
| Investors: | Media: |
| Elizabeth Goodwin | Carmen Vroonen |
| VP IR | Senior Director Communications |
| +1 781 460 1784 | +32 473 824 874 |
| Sofie Van Gijsel | Evelyn Fox |
| Director IR | Director Communications |
| +32 485 19 14 15 | +31 6 53 591 999 |
| ir@glpg.com | communications@glpg.com |
1
Belgian Act of 2 May 2007 on the disclosure of major shareholdings in issuers whose shares are admitted
to trading on a regulated market.