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 2, 2004
----------------
Progenics Pharmaceuticals, Inc.
-------------------------------
(Exact name of registrant as specified in its charter)
Delaware 000-23143 13-3379479
-------- --------- ----------
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
777 Old Saw Mill River Road, Tarrytown, New York 10591
------------------------------------------------------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (914) 789-2800
--------------
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):
[] 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))
Section 7 - Regulation FD
Item 7.01. Regulation FD Disclosure
On November 2, 2004, Progenics Pharmaceuticals, Inc. and Cytogen
Corporation issued a press release announcing the award of grants totaling $7.4
million over four years from the National Institutes of Health. A copy of the
press release is attached hereto as Exhibit 99.1.
The information furnished pursuant to Item 7.01 in this Form 8-K shall not
be deemed to be "filed" for the purposes of Section 18 of the Securities
Exchange Act of 1934 or otherwise subject to the liabilities of that Section,
unless we specifically incorporate it by reference in a document filed under the
Securities Act of 1933 or the Securities Exchange Act of 1934. We undertake no
duty or obligation to publicly update or revise the information furnished
pursuant to Item 7.01 in this Form 8-K.
Section 9 - Financial Statements and Exhibits
Item 9.01 Financial Statements and Exhibits
(c) the following exhibit is furnished with this report
Exhibit Number Description
-------------- ------------------------------------
99.1 Press Release dated November 2, 2004
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.
PROGENICS PHARMACEUTICALS, INC.
By: /s/ ROBERT A. MCKINNEY
------------------------------------------
Robert A. McKinney
Vice President, Finance and Operations
Date: November 5, 2004