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
Dated July 12, 2017
Commission File Number 001-36421
AURINIA PHARMACEUTICALS INC.
(Exact
name of Registrant as specified in its charter)
N/A
(Translation of Registrant’s Name)
#1203-4464 Markham Street
Victoria, British Columbia
V8Z7X8
(250)
708-4272
(Address and telephone number of registrant’s
principal executive offices)
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 ⃞ 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): ⃞
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): ⃞
Indicate by check mark whether by furnishing the information contained in this Form, the registrant is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.
Yes ⊠ No ⃞
This Form 6-K is hereby filed and incorporated by reference into the Registrant’s Registration Statement on Form F-10 (File No. 333-206994).
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.
Dated |
July 12, 2017. |
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Aurinia Pharmaceuticals Inc. |
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By: |
/s/ Celia Economides |
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Name: |
Celia Economides |
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Title: |
Vice President, Public Affairs |
EXHIBIT INDEX
Exhibit |
Description of Exhibit |
|
99.1 |
News Release – Aurinia Resolves Temporary Non-Compliance with Nasdaq’s Audit Committee Composition Rule |
Exhibit 99.1 included with this report on Form 6-K is hereby incorporated by reference as an exhibit to the Registrant’s Registration Statement on Form F-10 (File No. 333-206994), as amended or supplemented.
3
Exhibit 99.1
Aurinia Resolves Temporary Non-Compliance with Nasdaq’s Audit Committee Composition Rule
VICTORIA, British Columbia--(BUSINESS WIRE)--July 12, 2017--Aurinia Pharmaceuticals Inc. (NASDAQ:AUPH / TSX:AUP) (“Aurinia” or the “Company”) today announced the receipt of a letter from The NASDAQ Stock Market LLC, regarding the Company’s recent temporary failure to comply with the Nasdaq’s audit committee composition requirement under Rule 5605(c)(2)(A), which requires among other things, that each member of a company’s audit committee meet the criteria for independence set forth Rule 10A-3(b)(1) under the U.S. Securities Exchange Act of 1934, as amended. On May 8, 2017, the Board of Directors mistakenly appointed the Company’s Chief Executive Officer, Dr. Richard Glickman, to the audit committee in response to the resignation of a Board member from the Board of Directors. Pursuant to Canadian securities laws, there is an exemption from the independence requirements for the composition of a company’s audit committee in response to a resignation of one of the members of the audit committee. However, as Dr. Glickman is an executive officer he does not meet the criteria for independence set forth in Rule 10A-3(b)(1), and is not eligible to sit on the audit committee under NASDAQ rules. As a result, for a period of 44 days the Company was not in compliance with NASDAQ Rule 5605(c)(2)(A).
On June 21, 2017, following the Company’s Annual General Meeting of Shareholders and prior to being contacted by The NASDAQ Stock Market LLC, the Board of Directors reconstituted the audit committee, so that Dr. Glickman was no longer a member of the audit committee and therefore the Company regained compliance with NASDAQ Rule 5605(c)(2)(A). The Company has been advised by The NASDAQ Stock Market LLC, that it considers this matter closed.
About Aurinia
Aurinia is a clinical stage
biopharmaceutical company focused on developing and commercializing
therapies to treat targeted patient populations that are suffering from
serious diseases with a high unmet medical need. The company is
currently developing voclosporin, an investigational drug, for the
treatment of LN. The company is headquartered in Victoria, BC and
focuses its development efforts globally. www.auriniapharma.com
CONTACT:
Investor Contact:
Aurinia Pharmaceuticals Inc.
Celia
Economides
Vice President, Public Affairs
ceconomides@auriniapharma.com