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) May 21, 2004 HALOZYME THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Nevada 000-49616 88-0488686 --------------------------- ---------------------- ------------ (State or other jurisdiction (Commission File Number) (IRS Employer of incorporation) Identification No.) 11588 Sorrento Valley Road, Suite 17 San Diego, California 92121 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code (858) 794-8889 -------------- Not Applicable (Former name or former address, if changed since last report) ITEM 5. OTHER EVENTS AND REGULATION FD DISCLOSURE. On May 24, 2004, Halozyme Therapeutics, Inc. ("Halozyme") issued a press release that Kenneth Kelley had been named to its Board of Directors. In addition, Edward Mercaldo resigned from the Board of Directors. The foregoing is discussed in greater detail in such press release, a copy of which is filed herewith as Exhibit 99.1. ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS (c) Exhibits. The following Exhibit is filed with this Form 8-K. Exhibit No. Description ----------- ------------ 99.1 Press Release of May 24, 2004, regarding the appointment of Kenneth Kelley to the Board of Directors and the resignation of Edward Mercaldo from the Board of Directors. 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. HALOZYME THERAPEUTICS, INC. Date: May 24, 2004 By: /s/ Jonathan E. Lim ------------------------------------- President and Chief Executive Officer