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Insmed Annual Report (Amendment), Year Ended Dec 31, 2004

Filing Date
Filed March 30, 2005
Period End
December 31, 2004
Security
INSM
In the record · 2016–202610-K1110-Q338-K134

INSM filed 11 annual reports (10-K), 33 quarterly reports (10-Q) and 134 current reports (8-K) between 2016 and 2026.

  1. Material agreement8-K · Oct ’16Oct ’16
  2. FY2018 annual report10-K · Feb ’19Feb ’19
  3. Leadership change8-K · Jun ’21Jun ’21
  4. Leadership change8-K · May ’25May ’25

01—Abstract

Summary

Summary of the 10-K/A filed March 30, 2005. Cited figures are marked; the original filing is the authoritative source.

Insmed Incorporated, a Virginia corporation headquartered in Glen Allen, Virginia, filed this Amendment No. 1 to its Annual Report on Form 10-K/A for the fiscal year ended December 31, 2004.

The amendment was dated March 30, 2005, and amends the original Form 10-K filed with the SEC on March 16, 2005. Its stated purpose is narrow: to correct an inadvertent check mark on the cover page indicating that disclosure of delinquent filers under Item 405 of Regulation S-K would not be contained in the definitive proxy statement. The company states that this disclosure will appear in its 2005 proxy statement under the heading "Section 16(a) Beneficial Ownership Reporting Compliance." The cover page provides the company's key market and capital data.

The aggregate market value of common equity held by non-affiliates was $86,024,160a as of June 30, 2004, based on the Nasdaq National Market closing price on that date. As of February 29, 2005, there were 44,986,996 shares of common stock, $.01 par value, outstanding. The registrant also reports that it has filed all required Exchange Act reports during the preceding 12 months and is an accelerated filer.

Common Stock and Preferred Stock Purchase Rights are registered under Section 12(g) of the Act, and no securities are registered under Section 12(b). This amendment does not contain the company's financial statements, business description, or operating results.

Investors seeking those details should refer to the original Form 10-K filed on March 16, 2005. Part III information is incorporated by reference from the company's definitive proxy statement for its 2005 Annual Meeting of Shareholders.

02—Key points

Key Highlights

  1. Amendment No. 1 to the fiscal 2004 Form 10-K, dated March 30, 2005, corrects a single cover-page check mark and amends the original 10-K filed March 16, 2005.
  2. Aggregate market value of common equity held by non-affiliates was $86,024,160 as of June 30, 2004, based on the Nasdaq National Market closing price.
  3. 44,986,996 shares of common stock ($.01 par value) were outstanding as of February 29, 2005.
  4. The company is an accelerated filer and reports having filed all Exchange Act reports required over the preceding 12 months.
  5. Section 16(a) beneficial ownership reporting compliance disclosure will appear in the 2005 definitive proxy statement.
  6. Part III information is incorporated by reference from the definitive proxy statement for the 2005 Annual Meeting of Shareholders.
  7. Common Stock and Preferred Stock Purchase Rights are registered under Section 12(g); no securities are registered under Section 12(b).

03—Questions

Frequently Asked Questions

  1. Why was this amended filing made?

    The company filed this amendment solely to correct an inadvertent check mark on the cover page of its original Form 10-K. The check mark had indicated that Item 405 delinquent filer disclosure would not be contained in the proxy statement. The company states that this disclosure will be included in its 2005 proxy statement under the heading "Section 16(a) Beneficial Ownership Reporting Compliance."

  2. How many shares of common stock were outstanding?

    As of February 29, 2005, there were 44,986,996 shares of the registrant's common stock, $.01 par value, outstanding.

  3. What was the market value of shares held by non-affiliates?

    The aggregate market value of common equity held by non-affiliates was $86,024,160 as of June 30, 2004, based on the closing price reported on the Nasdaq National Market on that date. The registrant assumed that all directors, officers, and holders of 10% or more of its common stock were affiliates for this calculation.

  4. Where can investors find executive compensation and governance details?

    The filing states that portions of the definitive Proxy Statement, to be filed no later than 120 days after the fiscal year ended December 31, 2004, are incorporated into Part III by reference. That proxy statement is to be delivered to shareholders in connection with the 2005 Annual Meeting.

04—Continue

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