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) June 9, 2003 EXEGENICS INC. (Exact name of registrant as specified in its charter) Delaware 00-26078 75-2402409 (State or Other Jurisdiction (Commission File Number) (I.R.S. Employer of Incorporation) Identification No.) 2110 Research Row Dallas, Texas 75235 (Address of principal executive offices including zip code) (214) 358-2000 (Registrant's telephone number, including area code) N.A. ------------------------------------------------------------- (Former name or former address, if changed since last report) ITEM 5. OTHER EVENTS AND REGULATION FD DISCLOSURE. On June 9, 2003, the Board of Directors of eXegenics Inc. (the "Company") declared a dividend distribution of one right to purchase one one-thousandth of a share of Series B Junior Participating Preferred Stock, par value $.01 per share, for each outstanding share of common stock, par value $.01 per share. The dividend is payable to stockholders of record at the close of business on June 9, 2003. The terms of the rights are governed by a Stockholder Rights Agreement, dated as of June 9, 2003, between the Company and American Stock Transfer & Trust Company, a copy of which is filed herewith as an exhibit to this Current Report on Form 8-K and is incorporated herein by reference. ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS. (c) The following exhibits are furnished with this report: Exhibit Number Description -------------- ----------- 4.1 Stockholder Rights Agreement, dated June 9, 2003, between eXegenics Inc. and American Stock Transfer & Trust Company, which includes as Exhibit A the Form of Certificate of Designations of Series B Junior Participating Preferred Stock, as Exhibit B the Form of Rights Certificate and as Exhibit C the Summary of Rights to Purchase Preferred Stock. 99.1 Press Release from eXegenics Inc., dated June 9, 2003. 2 SIGNATURES 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. EXEGENICS INC. (Registrant) Dated: June 9, 2003 By: /s/ Ronald L. Goode ------------------------------ Ronald L. Goode Chairman, President and Chief Executive Officer 3 INDEX TO EXHIBITS Exhibit Number Description -------------- ----------- 4.1 Stockholder Rights Agreement, dated June 9, 2003, between eXegenics Inc. and American Stock Transfer & Trust Company, which includes as Exhibit A the Form of Certificate of Designations of Series B Junior Participating Preferred Stock, as Exhibit B the Form of Rights Certificate and as Exhibit C the Summary of Rights to Purchase Preferred Stock. 99.1 Press Release from eXegenics Inc., dated June 9, 2003.