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): April 24, 2012

 

MUSCLEPHARM CORPORATION

 (Exact Name of Registrant as Specified in Charter)

 

 

       
Nevada   000-53166   77-0664193
(State or Other Jurisdiction
of Incorporation)
  (Commission File Number)   (IRS Employer Identification No.)

 

 

4721 Ironton Street, Building A

Denver, Colorado 80239

(Address of Principal Executive Offices)

(303) 396-6100

 (Registrant’s Telephone Number, Including Area Code)

N/A

 (Former Name or Former Address if Changed Since Last Report)

  

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):

 

oWritten 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)

          

oPre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)).

     

oPre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-14(c)).

       

 
 

 

Item 8.01 Other Events

 

On April 24, 2012, the Company issued a press release announcing the approval of a stock repurchase program.  The text of the press release is included as Exhibit 99.1 to this Form 8-K.  Under the stock repurchase program, the Company may purchase up to 100 million shares of its outstanding Common Stock from time to time in conformity with the provisions of Rule 10b5-1 and 10b-18 under the Securities Exchange Act of 1934, as amended.  The Company has no obligation to repurchase shares under the stock repurchase program.

 

The information disclosed under this Item 8.01, including Exhibit 99.1 hereto, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Exchange Act and shall not be deemed incorporated by reference into any filing made under the Securities Act, except as expressly set forth by specific reference in such filing.

 

Item 9.01.  Financial Statements and Exhibits.

 

(d)         Exhibits

 

The Exhibits listed below are furnished as Exhibits to this Current Report on Form 8-K.

 

Exhibit No. Description
   
99.1 Press release issued April 24, 2012

 

 

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.

 

  MUSCLEPHARM CORPORATION
       
Dated: April 24, 2012       
  By:   /s/ Brad J. Pyatt
       
      Brad J. Pyatt, Chief Executive Officer