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Lipocine (NASDAQ: LPCN) adds dealmaker Michael J. Grissinger to its board

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(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Lipocine Inc. expanded its Board of Directors to five members and appointed Michael J. Grissinger as a director, effective August 3, 2026. The board determined that he qualifies as an independent director under Nasdaq listing standards.

Upon joining, Grissinger receives an initial stock option grant to purchase 2,000 shares of Lipocine common stock and an annual non-employee director cash retainer of $55,000. He brings extensive business development and M&A experience from senior roles at Johnson & Johnson and prior work at Ciba-Geigy, and currently serves on several public biotech boards.

Lipocine describes a pipeline of orally delivered drug candidates, including programs in postpartum depression, major depressive disorder, epilepsy, essential tremor, obesity management, liver cirrhosis, and preterm birth, alongside its FDA-approved oral testosterone product TLANDO. The company furnished a press release detailing the appointment and its strategic rationale.

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Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers Governance
Key personnel changes including departures, elections, or appointments of directors and executive officers.
Item 7.01 Regulation FD Disclosure Disclosure
Material non-public information disclosed under Regulation Fair Disclosure, often investor presentations or guidance.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Board size after expansion 5 members Total Lipocine Board of Directors members after adding Michael J. Grissinger
Initial stock option grant 2,000 shares Options to purchase Lipocine common stock granted to Michael J. Grissinger upon appointment
Annual director cash retainer $55,000 per year Non-employee director annual retainer payable to Michael J. Grissinger
Effective appointment date August 3, 2026 Date Michael J. Grissinger’s service on the Lipocine Board began
independent director regulatory
"The Board of Directors has determined that Mr. Grissinger is an independent director"
An independent director is a member of a company's board of directors who is not involved in the company's day-to-day operations and has no significant relationships with the company that could influence their judgment. Their role is to provide unbiased oversight and ensure the company is managed in the best interests of all shareholders. This helps build trust and confidence among investors by promoting transparency and accountability.
Regulation FD regulatory
"Item 7.01 Regulation FD Disclosure. On August 3, 2026, the Company issued a press release"
Regulation FD is a rule that prevents company insiders, like executives, from sharing important information with some people before others get it. It matters because it helps ensure all investors have equal access to key news, making the stock market fairer and reducing chances of insider trading.
forward-looking statements regulatory
"This release contains “forward-looking statements” that are made pursuant to the safe harbor"
Forward-looking statements are predictions or plans that companies share about what they expect to happen in the future, like estimating sales or profits. They matter because they help investors understand a company's outlook, but since they are based on guesses and assumptions, they can sometimes be wrong.
New Drug Application regulatory
"studies, including those relating to LPCN 1154, may not support the submission of a NDA"
A new drug application is a formal request submitted to government regulators seeking approval to market a new medicine. It is like a detailed proposal that shows the drug has been tested for safety and effectiveness. For investors, receiving approval signals that the drug may soon become available for sale, potentially leading to revenue growth and impacting the company's value.
hypogonadism medical
"TLANDO ... is approved by the FDA for conditions ... known as hypogonadism"
Hypogonadism is a medical condition in which the body produces abnormally low levels of sex hormones because the glands that make them are underactive or not working properly. For investors, it matters because diagnosis and long-term treatment can drive demand for drugs, devices and tests, affect clinical trial activity and influence regulatory and reimbursement decisions—similar to how a faulty thermostat can create ongoing repair and replacement markets.

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FAQ

What change did Lipocine (LPCN) make to its Board of Directors?

Lipocine expanded its Board to five members and appointed Michael J. Grissinger as a director effective August 3, 2026. He will serve until the next annual stockholder meeting or earlier termination events.

What compensation will Michael J. Grissinger receive from Lipocine (LPCN)?

Michael J. Grissinger will receive an initial stock option grant for 2,000 shares of Lipocine common stock and an annual non-employee director cash retainer of $55,000, in line with the company’s director compensation program.

Is Michael J. Grissinger considered independent on Lipocine’s (LPCN) board?

Yes. Lipocine’s Board of Directors determined that Michael J. Grissinger is an independent director under the listing standards of the Nasdaq Stock Market, meaning he meets the exchange’s criteria for director independence.

What relevant experience does Michael J. Grissinger bring to Lipocine (LPCN)?

Michael J. Grissinger spent over two decades at Johnson & Johnson in senior roles leading pharmaceutical licensing, corporate development, and M&A, and currently serves on multiple public biotech company boards, providing extensive dealmaking and governance experience.

What therapeutic areas are in Lipocine’s (LPCN) development pipeline?

Lipocine’s pipeline includes oral candidates for postpartum depression (LPCN 1154), major depressive disorder, epilepsy, essential tremor, obesity management, liver cirrhosis, and preterm birth, all leveraging its proprietary oral delivery technology platform.

Which approved product does Lipocine (LPCN) currently market?

Lipocine developed TLANDO, an oral prodrug of testosterone containing testosterone undecanoate, which is FDA-approved for adult males with conditions associated with endogenous testosterone deficiency, also known as hypogonadism.

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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):

August 3, 2026

 

 

LIPOCINE INC.

(Exact name of registrant as specified in its charter)

 

Commission File No. 001-36357

 

Delaware   99-0370688

(State or other jurisdiction

of incorporation)

 

(IRS Employer

Identification Number)

 

675 Arapeen Drive, Suite 202

Salt Lake City, Utah 84108

(Address of principal executive offices) (Zip Code)

 

Registrant’s telephone number, including area code: (801) 994-7383

 

Former name or former address, if changed since last report: Not Applicable

 

 

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(s)   Name of each exchange on which registered
Common Stock, par value $0.0001 per share   LPCN   The 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 Offices

 

Appointment of Michael Grissinger as a Director

 

On August 3, 2026, the Board of Directors of the Company expanded the Board of Directors to five members and appointed Michael Grissinger as a director, effective immediately. Mr. Grissinger will serve until the election of directors at the next annual meeting of the Company’s stockholders or until his earlier death, disqualification, resignation or removal. The Board of Directors has determined that Mr. Grissinger is an independent director under the listing standards of the Nasdaq Stock Market.

 

In connection with his appointment as a member of the Board of Directors, Mr. Grissinger will receive an initial stock option grant to purchase 2,000 shares of common stock of the Company. In addition, as a non-employee director he will receive an annual retainer of $55,000 per year.

 

There are no family relationships between Mr. Grissinger, and any director or executive officer of the Company and Mr. Grissinger does not have a direct or indirect material interest in any transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K.

 

Item 7.01 Regulation FD Disclosure.

 

On August 3, 2026, the Company issued a press release regarding the appointment of Mr. Grissinger to the Board of Directors. A copy of the press release is attached as Exhibit 99.1 hereto and incorporated herein by reference.

 

In accordance with General Instruction B.2 of Form 8-K, the information in this Item 7.01 of this Current Report and Exhibit 99.1 hereto are being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section, nor shall such information or that Exhibit be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended.

 

Item 9.01 Financial Statements and Exhibits

 

(d) Exhibits

 

The following exhibits are filed with this report.

 

Exhibit No.   Description
     
99.1   Press Release announcing “Lipocine Announces Board of Director Appointment”
     
104   Cover Page Interactive Date File (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.

 

Date: August 3, 2026 LIPOCINE INC.
     
  By: /s/  Mahesh V. Patel
  Name: Mahesh V. Patel
  Title:  President and Chief Executive Officer

 

 

 

Exhibit 99.1

 

Lipocine Inc.

 

Lipocine Appoints Michael J. Grissinger to Board of Directors

 

SALT LAKE CITY, August 3, 2026 — Lipocine Inc. (NASDAQ: LPCN), a biopharmaceutical company leveraging its proprietary technology platform to augment therapeutics through effective oral delivery, today announced the appointment of Michael J. Grissinger to its Board of Directors, effective August 3, 2026.

 

“We are pleased to welcome Mike Grissinger to our Board of Directors,” said Dana Ono, Ph.D., Chairman of the Board of Lipocine. “Mike brings extensive experience leading pharmaceutical licensing, corporate development, and mergers and acquisitions. As Lipocine works to advance the pipeline and pursue partnerships for our assets, his dealmaking experience and judgment will be invaluable.”

 

Mr. Grissinger spent more than two decades at Johnson & Johnson where he served in a variety of senior level management roles, including Vice President and Head of Worldwide Pharmaceutical Licensing and Vice President and Head of Worldwide Pharmaceutical Corporate Development and M&A. At Johnson & Johnson, Mr. Grissinger led the Immunology Therapeutic Area Business Development and Licensing Group and was also a member of the Immunology R&D/Commercial leadership team for Johnson & Johnson’s Worldwide Immunology Franchise. Prior to Johnson & Johnson, Mr. Grissinger spent 12 years at Ciba-Geigy in finance, marketing, and business development roles.

 

Mr. Grissinger is an experienced biotech company director serving on boards of public and private companies, including Board Chair roles. He currently serves on the board of directors at Aprea Therapeutics (Nasdaq: APRE) and Adicet Bio (Nasdaq: ACET). He also advises several privately-held biotech companies. Mr. Grissinger holds a B.S. in Chemistry from Juniata College and an M.B.A. from Temple University – Fox School of Business.

 

Mr. Grissinger commented, “I am pleased to join the Board of Lipocine. The company has leveraged its innovative oral delivery technology to build a compelling portfolio of commercial and late-stage clinical assets with the potential to address significant unmet needs. I look forward to working with the Board and management team as they advance these programs to deliver meaningful value for patients and shareholders.”

 

About Lipocine

 

Lipocine is a biopharmaceutical company leveraging its proprietary technology platform to develop innovative products with effective oral delivery. Lipocine has drug candidates in development as well as drug candidates for which we are exploring partnerships. Our drug candidates represent enablement of differentiated, patient friendly oral delivery options for favorable benefit to risk profile which target large addressable markets with significant unmet medical needs.

 

Lipocine’s development pipeline includes: LPCN 1154 for the treatment of postpartum depression, LPCN 2201 for treatment of major depressive disorder, LPCN 2101 for the treatment of epilepsy, LPCN 2203 targeted for the management of essential tremor, LPCN 2401 as an aid for improved body composition in obesity management, LPCN 1148 targeted for the management of symptoms associated with liver cirrhosis, and LPCN 1107 our candidate for prevention of preterm birth. TLANDO, a novel oral prodrug of testosterone containing testosterone undecanoate developed by Lipocine, is approved by the FDA for conditions associated with a deficiency of endogenous testosterone, also known as hypogonadism, in adult males. For more information, please visit www.lipocine.com.

 

Forward-Looking Statements

 

This release contains “forward-looking statements” that are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995 and include statements that are not historical facts regarding our development of our products and product candidates and related efforts with the FDA, including the timing of clinical trials and regulatory submissions, the potential uses and benefits of our products and product candidates, the commercial potential for our product candidates, and potential strategic partnerships and other opportunities. Investors are cautioned that all such forward-looking statements involve risks and uncertainties, including, without limitation, the risks that we may not be successful in developing product candidates, we may not have sufficient capital to complete the development processes for our product candidates or we may decide to allocate our available capital to other product candidates, we may not be able to enter into partnerships or other strategic relationships to monetize our assets, safety and efficacy studies, including those relating to LPCN 1154, may not be successful or may not provide results that would support the submission of a NDA, the FDA may not approve any of our products, risks related to our products, expected product benefits not being realized, clinical and regulatory expectations and plans not being realized, new regulatory developments and requirements, risks related to the FDA approval process including the receipt of regulatory approvals and our ability to utilize a streamlined approval pathway for LPCN 1154, the results and timing of clinical trials, patient acceptance of Lipocine’s products, the manufacturing and commercialization of Lipocine’s products, and other risks detailed in Lipocine’s filings with the SEC, including, without limitation, its Form 10-K and other reports on Forms 8-K and 10-Q, all of which can be obtained on the SEC website at www.sec.gov. Lipocine assumes no obligation to update or revise publicly any forward-looking statements contained in this release, except as required by law.

 

SOURCE Lipocine Inc.

 

For further information:

Krista Fogarty

Phone: (801) 994-7383

kf@lipocine.com

 

Investors:

PJ Kelleher

Phone: (617) 430-7579

pkelleher@lifesciadvisors.com

 

 

 

Filing Exhibits & Attachments

4 documents