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):  November 17, 2015

 

INSMED INCORPORATED

(Exact name of registrant as specified in its charter)

 

 

 

Registrant’s telephone number, including area code: (908) 977-9900

 

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):

 

o            Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o            Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o            Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o            Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 

Item 8.01  Other Events.

 

On November 17, 2015, William H. Lewis, President and Chief Executive Officer of Insmed Incorporated (the “Company”), adopted a stock trading plan in accordance with Rule 10b5-1 (the “10b5-1 Plan”) of the Securities and Exchange Act of 1934, as amended. The 10b5-1 Plan has been entered into in accordance with the Company’s insider trading policy. The 10b5-1 Plan contemplates the periodic purchases of shares of the Company’s common stock over four periods commencing on February 1, 2016 and ending on December 31, 2016, with total purchases during each period not to exceed 50,000 shares. The total number of shares to be purchased pursuant to the 10b5-1 Plan shall not exceed 200,000 shares. Purchases shall be made at the prevailing market prices pursuant to the limitations set forth above.

 

Rule 10b5-1 permits individuals who are not in possession of material, non-public information at the time the plan is adopted to establish pre-arranged plans to buy or sell company securities.

 

Transactions made pursuant to the 10b5-l Plan will be disclosed publicly by Mr. Lewis through Form 4 filings with the Securities and Exchange Commission. Except as may be required by law, the Company does not undertake to report on specific Rule 10b5-1 plans of the Company’s officers or directors, nor to report modifications or terminations of the 10b5-1 Plan or the plan of any other individual.

 

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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.

 

Dated: November 17, 2015	INSMED INCORPORATED
	By:	/s/ Christine Pellizzari
	Name:	Christine Pellizzari
	Title:	General Counsel and Corporate Secretary

 

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