SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): November 30, 2012
(Exact name of registrant as specified in its charter)
(Commission File Number)
3929 Westpoint Blvd., Suite G
Winston-Salem, PA 27103
(Address of principal executive offices, with zip code)
(Registrant’s telephone number, including area code)
(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):
Item 7.01 Regulation FD Disclosure
As previously disclosed, Tengion, Inc. (the “Company”) is actively recruiting patients for its Phase I clinical trial of its Neo-Urinary Conduit product candidate and enrolling the remaining four patients for this trial. In light of the anticipated timing of enrolling patient seven in this trial, the Company anticipates that it will complete enrollment of the remaining patients during the first quarter of 2013.
Item 8.01 Other Events
On November 30, 2012, the Company sent a notice to holders of its senior secured convertible notes issued on October 2, 2012 that, the Company intends to issue shares of freely tradable common stock (the “Interest Shares”) in lieu of the interest payments due on January 1, 2013. The issuance of the Interest Shares is contingent upon a registration statement covering the issuance or resale of the Interest Shares being declared effective by the Securities and Exchange Commission by January 1, 2013. If such a registration statement is not declared effective by January 1, 2013, the Company intends to make the interest payments in cash.
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.