ASND Ascendis Pharma A/S
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TOSECTION 13a-16 OR15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934
For the month of April, 2020
Commission File Number:001-36815
Ascendis Pharma A/S
(Exact Name of Registrant as Specified in Its Charter)
Tuborg Boulevard 12
(Address of principal executive offices)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form20-F or Form40-F.
Form20-F ☒ Form40-F ☐
Indicate by check mark if the registrant is submitting theForm 6-K in paper as permitted by RegulationS-T Rule 101(b)(1): ☐
Indicate by check mark if the registrant is submitting theForm 6-K in paper as permitted by RegulationS-T Rule 101(b)(7): ☐
INCORPORATION BY REFERENCE
This report onForm 6-K shall be deemed to be incorporated by reference into the registration statements onForm S-8 (Registration Numbers333-228576,333-203040,333-210810,333-211512,333-213412,333-214843 and333-216883) andForm F-3 (Registration Numbers333-209336,333-211511,333-216882,333-223134 and333-225284) of Ascendis Pharma A/S (the “Company”) (including any prospectuses forming a part of such registration statements) and to be a part thereof from the date on which this report is filed, to the extent not superseded by documents or reports subsequently filed or furnished.
Closing of Warrant Exercise Window
On April 28, 2020, an exercise window closed for the Company’s outstanding warrants exercisable for the Company’s ordinary shares, nominal value DKK 1. In connection with the exercises of certain of such warrants during this exercise window, the Company registered aggregate share capital increases of nominal DKK 259,003 with the Danish Business Authority, corresponding to an aggregate increase in the Company’s share capital from nominal DKK 47,985,837 to nominal DKK 48,244,840 through the issuance of 259,003 ordinary shares against average cash consideration of approximately US$26.12 per share, based on theDKK-USD exchange rate on April 28, 2020. The Company’s articles of association were amended accordingly and are attached hereto as Exhibit 1.1.
|1.1||Articles of Association.|
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
|Ascendis Pharma A/S|
|Date: April 29, 2020||By:||/s/ Michael Wolff Jensen|
|Michael Wolff Jensen|
|Chairman and Senior Vice President, Chief Legal Officer|