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): March 819, 2018

JUNIPER PHARMACEUTICALS, INC.

(Exact name of registrant as specified in its charter)

Delaware

001-10352

59-2758596

(State or other jurisdiction

of incorporation)

(Commission

File Number)

(I.R.S. Employer

Identification No.)

33 Arch Street

Suite 3110

Boston, Massachusetts

02110

(Address of principal executive offices)

(Zip Code)

Registrant’s telephone number, including area code: (617) 639-1500

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))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934. Emerging Growth Company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 25.02. ~~Results~~Departure of ~~Operation~~Directors ~~and~~or ~~Financial~~Certain ~~Condition~~Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On March 819, 2018, ~~Juniper~~the ~~Pharmaceuticals,~~Board ~~Inc.~~of Directors (the “~~Company~~Board”), ~~issued~~of athe ~~press~~Company appointed ~~release~~Richard ~~announcing~~Messina to the ~~financial~~Board, ~~results~~effective ~~for~~March 19, 2018. Richard Messina will hold office until the ~~three-month~~date ~~and~~of ~~twelve-month~~the ~~periods~~annual ~~ended~~meeting of stockholders following the year ending December 31, 2017 or until his earlier death, ~~entitled~~resignation ~~“Juniper~~or removal. ~~Pharmaceuticals~~The ~~Reports~~Board ~~Full-Year~~has ~~2017~~determined ~~Financial~~that ~~and~~Richard ~~Operating Results”~~Messina (satisfies the ~~“Press~~definition ~~Release~~of “independent”). Adirector, ~~copy~~including without limitation the applicable requirements of the ~~Press~~NASDAQ ~~Release~~Listing isRules ~~furnished~~and asthe ~~Exhibit~~Securities ~~99.1~~Exchange ~~hereto~~Act ~~and~~of is1934, ~~incorporated~~as amended ~~herein~~(collectively, by“Applicable ~~reference~~Requirements”).

The ~~information~~Board ~~contained~~will ingrant ~~this~~Richard ~~Item~~Messina ~~2.02~~an ofinitial ~~this~~restricted ~~Current~~stock ~~Report~~unit onaward ~~Form~~with ~~8-K~~a grant value of $67,500. ~~including~~Such ~~Exhibit~~award 99will vest ratably over three years in annual installments.1 As a non-employee director, ~~shall~~Richard ~~not~~Messina ~~be deemed~~will ~~filed~~receive ~~for~~compensation in the ~~purposes~~same ofmanner ~~Section 18~~as of the ~~United~~Company’s ~~State~~other ~~Securities~~non-employee ~~Exchange~~directors, ~~Act~~including an annual retainer of ~~1934~~$40,000 asfor ~~amended~~service on the Board. Additionally, orin ~~otherwise~~connection ~~subject~~with toRichard ~~the~~Messina’s ~~liability~~appointment ofto ~~Section 18.~~the ~~Furthermore~~Board, the ~~information~~Company ~~shall~~and ~~not~~Richard beMessina ~~deemed~~will ~~incorporated by reference~~enter into ~~any~~an ~~registration~~indemnification ~~statement~~agreement orin ~~any~~substantially ~~other~~the ~~filing~~same ~~under~~form that the ~~United~~Company ~~States~~has ~~Securities~~entered ~~Act~~into with each of ~~1933,~~the asCompany’s ~~amended,~~existing ~~except~~directors. asThe ~~shall~~form beof ~~expressly~~such ~~set~~indemnification ~~forth~~agreement was previously filed by ~~specific~~the ~~references~~Company inas ~~such~~an ~~filings~~exhibit to its annual report on Form 10-K (File No. 001-10352) for the year ended December 31, 2003, filed on March 15, 2004 with the Securities and Exchange Commission.

~~Item~~There 5are no arrangements or understandings between Richard Messina and any other person pursuant to which he was appointed as a member of the Board.08 ~~Shareholder~~There ~~Director~~are ~~Nominations~~no family relationships between Richard Messina, on the one hand, and any director, executive officer or any other person nominated or chosen by the Company to become a director or executive officer, on the other. There are no related person transactions (within the meaning of Item 404(a) of Regulation S-K promulgated by the Securities and Exchange Commission) between Richard Messina and the Company.

OnPursuant ~~January 31,~~to ~~2018,~~ the ~~Company~~requirements ~~announced that it had retained Rothschild as its independent financial advisor and was exploring strategic alternatives. In light~~ of the ~~foregoing,~~Securities ~~the~~Exchange ~~Company~~Act ~~has elected to delay its 2018 annual meeting until the second half~~ of ~~2018. Accordingly~~1934, the ~~Company~~registrant has ~~extended~~ ~~the~~duly ~~deadline~~caused ~~for~~this ~~making shareholder proposals, including director nominations. Proposals of shareholders intended~~ report to be ~~presented~~signed aton ~~the~~its ~~2018~~behalf ~~annual meeting must be received at the Company’s offices not later than July 30, 2018 and satisfy the requirements set forth in the Company’s amended and restated~~ by~~-laws. Proposals~~ ~~intended for inclusion in~~ the ~~company’s~~undersigned ~~proxy~~hereunto ~~statement~~duly ~~for the annual meeting must also satisfy the requirements for shareholder proposals as set forth in Rule 14a-8 under the Securities Exchange Act of 1934, as amended~~authorized.

~~Item~~JUNIPER 9PHARMACEUTICALS, INC.01 By: /s/ Jeffrey E. Young Name: Jeffrey E. Young Title: Senior Vice President, Finance, Chief Financial ~~Statements~~Officer and ~~Exhibits~~Treasurer

~~(d) Exhibits~~Date: March 21, 2018

ExhibitNo.		Description
99.1		Press Release dated March 8, 2018, entitled “Juniper Pharmaceuticals Reports Full-Year 2017 Financial and Operating Results”, furnished herewith.

EXHIBIT INDEX

ExhibitNo.		Description
99.1		Press Release dated March 8, 2018, entitled “Juniper Pharmaceuticals Reports Full-Year 2017 Financial and Operating Results”, furnished herewith.

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.

JUNIPER PHARMACEUTICALS, INC. By: /s/ Jeffrey E. Young Name: Title: Jeffrey E. Young Chief Financial Officer

Date: March 8, 2018

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