UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT FILED PURSUANT TO SECTION 13 OR 15(D) OF
THE SECURITIES EXCHANGE ACT OF 1934
DATE OF REPORT
(DATE OF EARLIEST EVENT REPORTED): AUGUST 12, 2004
ZONAGEN, INC.
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
DELAWARE 0-21198 76-0233274
(STATE OR OTHER JURISDICTION OF (COMMISSION (I.R.S. EMPLOYER
INCORPORATION OR ORGANIZATION) FILE NUMBER) IDENTIFICATION NO.)
2408 TIMBERLOCH PLACE, SUITE B-1
THE WOODLANDS, TEXAS 77380
(ADDRESS OF PRINCIPAL
EXECUTIVE OFFICES
AND ZIP CODE)
(281) 719-3400
(REGISTRANT'S TELEPHONE NUMBER,
INCLUDING AREA CODE)
ITEM 5. OTHER INFORMATION
On August 12, 2004, Zonagen, Inc. (the "Company") announced in a press
release that the 2004 Annual Meeting of Stockholders of the Company will be
held on Wednesday, September 29, 2004, at 1:00 p.m., Eastern Standard Time, at
the Marriott, New York East Side Hotel, 525 Lexington Avenue, New York, New
York. A Notice of the Annual Meeting, Proxy Statement and form of Proxy will be
provided to shareholders of record as of August 20, 2004.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
c. Exhibits
Exhibit
Number Description
------ -----------
99.1 Press Release dated August 12, 2004.
ITEM 12. RESULTS OF OPERATIONS AND FINANCIAL CONDITION
The Company announced in a press release dated August 12, 2004 its
financial results for the three months and six months ended June 30, 2004. A
copy of the Company's press release is attached hereto as Exhibit 99.1. The
press release is incorporated by reference herein and the foregoing description
of the press release is qualified in its entirety by reference to the attached
exhibit.
The information in this report, including the Exhibit, is being
furnished and shall not be deemed to be "filed" for purposes of Section 18 of
the Securities Exchange Act of 1934, as amended, or otherwise subject to the
liabilities of that Section. In addition, the information in this report,
including the Exhibit, shall not be incorporated by reference into the filings
of the Company under the Securities Act of 1933, as amended, or the Securities
Exchange Act of 1934, as amended, except as shall be expressly set forth by
specific reference in such filing.
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.
ZONAGEN, INC.
Date: August 12, 2004.
By: /s/ LOUIS PLOTH, JR.
------------------------------------
Louis Ploth, Jr.
Vice President, Business Development
and Chief Financial Officer
EXHIBIT INDEX
Exhibit
Number Description
------- ------------
99.1 Press Release dated August 12, 2004.