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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K/A
ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 1998
Commission file number 0-20713
EntreMed, Inc.
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(Exact name of registrant as specified in its charter)
Delaware 58-1959440
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(State of Incorporation) (I.R.S. Employer Identification No.)
Suite 200, 9610 Medical Center Drive, Rockville, MD 20850
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (301)217-9858
Securities registered pursuant to Section 12(g) of the Act:
Title of Each Class Name of Exchange on Which Registered
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Common Stock, Par Value $.01 Per Share Nasdaq National Market
Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or for such shorter period that the registrant was
required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days. Yes X No
Indicate by check mark if disclosure of delinquent filers pursuant to Item 405
of Regulation S-K is not contained herein, and will not be contained, to the
best of registrant's knowledge, in definitive proxy or information statements
incorporated by reference in Part III of this form 10-K or any amendment to this
Form 10-K [X]
As of March 25, 1999, 13,138,328 shares of common stock were outstanding and the
aggregate market value of the shares of common stock held by non-affiliates was
approximately $278,027,000.
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EXPLANATORY NOTE:
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Submitted solely to correct conformed copy of the manually signed
signature pages.
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SIGNATURES
Pursuant to the requirements of the Section 13 or 15(d) of the Securities
Exchange Act of 1934, the registrant has duly caused this report to be signed on
its behalf by the undersigned, thereunto duly authorized.
ENTREMED, INC.
By: /s/ John W. Holaday, Ph.D.
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John W. Holaday, Ph.D., Chairman
of the Board, President and Chief
Executive Officer
March 31, 1999
POWER OF ATTORNEY
The Registrant and each person whose signature appears below hereby
appoint John W. Holaday, Ph.D. as attorney-in-fact with full power of
substitution, severally, to execute in the name and on behalf of the Registrant
and each such person, individually and in each capacity stated below, one or
more amendments to the annual report which amendments may make such changes in
the report as the attorney-in-fact acting in the premises deems appropriate and
to file any such amendment to the report with the Securities and Exchange
Commission.
SIGNATURE
Pursuant to the requirements of the Securities Act of 1934, this report
has been signed below by the following persons in the capacities and on the
dates indicated.
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<CAPTION>
Signature Title Date
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<S> <C> <C>
/s/ John W. Holaday, Ph.D. Chairman of the Board and 3/31/99
- -------------------------- Chief Executive Officer
John W. Holaday, Ph.D. (principal executive officer)
/s/ R. Nelson Campbell Chief Financial Officer 3/31/99
- --------------------- (principal financial and
R. Nelson Campbell accounting officer)
/s/ John C. Thomas, Jr. Secretary/Treasurer 3/31/99
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John C. Thomas, Jr.
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/s/ Donald S. Brooks Director 3/31/99
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Donald S. Brooks
/s/ Samuel R. Dunlap, Jr. Director 3/31/99
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Samuel R. Dunlap, Jr.
/s/ Jerry Finkelstein Director 3/31/99
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Jerry Finkelstein
/s/ Lee F. Meier Director 3/31/99
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Lee F. Meier
/s/ Mark C. M. Randall Director 3/31/99
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Mark C. M. Randall
/s/ Wendell M. Starke Director 3/31/99
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Wendell M. Starke
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