Unassociated Document

 
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):  June 29, 2009
 
GENTA INCORPORATED
(Exact Name of Registrant
as Specified in Its Charter)
 
 
Delaware
  
 
(State or Other Jurisdiction of Incorporation)
  
 
0-19635
  
33-0326866
(Commission File Number)
  
(IRS Employer Identification No.)
 
200 Connell Drive
Berkeley Heights, NJ
  
07922
(Address of Principal Executive Offices)
  
(Zip Code)
 
 
(908) 286-9800
  
(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:

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 June 29, 2009, Genta Incorporated (the “Company”) issued a press release announcing that a previously announced reverse stock split will not be effective with the opening of trading on July 1, 2009.  At a Special Meeting of stockholders held on June 26, 2009, Genta’s stockholders approved a proposal to authorize the Board of Directors, in its discretion, to effect a reverse split of Genta’s outstanding common stock at a ratio within a specified range.  On June 26, 2009, the Company announced that a reverse stock split in a ratio of 1 for 50 would be effective with the open of trading on July 1, 2009.  A certificate of amendment has been filed with the Delaware Secretary of State that amends Genta’s certificate of incorporation for the reverse stock split.  However, the reverse stock split, for purposes of trading on the OTC Bulletin Board, will not be effective until a later date due to administrative matters.  The Company will announce a new effective trading date when these matters are completed.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

 
Exhibit Number
 
  
 
Description
 
  
99.1
  
Press Release of the Company dated June 29, 2009

 
 
 
 
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.
 
   
GENTA INCORPORATED
Date:
June 29, 2009
  
By:
/s/ GARY SIEGEL
       
Name:
Gary Siegel
       
Title:
Vice President, Finance
 
 
 
 
 
 
EXHIBIT INDEX
 
Exhibit
Number
Description
Sequentially
Numbered Page
     
99.1
Press Release of the Company dated June 29, 2009