-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, Ak4JCVylH4vDw60a2dYzNlQ3oxi3gRcUTwQFBhdR6RRfFMhv31aWa/vUM3pI+jHn oIOYiUPn+EFE8au06myIWQ== 0001193125-10-063328.txt : 20100323 0001193125-10-063328.hdr.sgml : 20100323 20100322175333 ACCESSION NUMBER: 0001193125-10-063328 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20100316 ITEM INFORMATION: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20100323 DATE AS OF CHANGE: 20100322 FILER: COMPANY DATA: COMPANY CONFORMED NAME: KENSEY NASH CORP CENTRAL INDEX KEY: 0001002811 STANDARD INDUSTRIAL CLASSIFICATION: SURGICAL & MEDICAL INSTRUMENTS & APPARATUS [3841] IRS NUMBER: 363316412 STATE OF INCORPORATION: DE FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-34388 FILM NUMBER: 10697536 BUSINESS ADDRESS: STREET 1: 735 PENNSYLVANIA DRIVE CITY: EXTON STATE: PA ZIP: 19341 BUSINESS PHONE: 6105947156 MAIL ADDRESS: STREET 1: 735 PENNSYLVANIA DRIVE CITY: EXTON STATE: PA ZIP: 19341 8-K 1 d8k.htm FORM 8-K Form 8-K

 

 

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 16, 2010

 

 

Kensey Nash Corporation

(Exact name of registrant as specified in its charter)

 

 

 

Delaware   001-34388   36-3316412

(State or other jurisdiction of

incorporation or organization)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

735 Pennsylvania Drive, Exton, Pennsylvania 19341

(Address of principal executive offices and zip code)

Registrant’s telephone number, including area code: (484) 713-2100

 

 

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))

 

 

 


Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

At a meeting of the Board of Directors (the “Board”) of Kensey Nash Corporation (“the Company”) on March 16, 2010, and upon the recommendation of the Corporate Governance and Nominating Committee, the Board elected Donald Morel, Jr., Ph.D. to serve as a member of the Company’s Board of Directors (the “Board”), with a term expiring at the 2012 annual meeting of stockholders, and appointed Dr. Morel as a member of each of the Audit Committee and the Compensation Committee of the Board. Dr. Morel replaces Walter R. Maupay, Jr. as a member of the Audit Committee. Mr. Maupay will continue to serve as the Company’s Chairman of the Board and as a member of the Corporate Governance and Nominating Committee. Dr. Morel, age 52, has served as Chief Executive Officer of West Pharmaceutical Services, Inc. (“West”) since April 2002 and Chairman of West’s Board of Directors since March 2003. He joined West in 1992 as Director of Research and Development and was promoted to Vice President R&D in 1993. In this role, Dr. Morel spearheaded West’s efforts to develop novel and proprietary drug delivery technologies. From 1998 to 2001, he served as President of several of West’s divisions, and in April 2001, Dr. Morel became President and Chief Operating Officer. Prior to joining West, Dr. Morel developed and managed a broad range of programs involving advanced materials for aerospace, biomedical and pharmaceutical applications for several companies. Dr. Morel holds a Bachelor of Science degree in Engineering from Lafayette College, a Master of Science in Materials Science and a Ph.D. in Materials Science and Veterinary Medicine from Cornell University. He has received several awards and honors, including being named a fellow of the American Institute for Medical & Biologic Engineering. Dr. Morel also serves as a Director and Trustee of a number of non-profit organizations, including the Fox Chase Cancer Center.

A copy of the press release issued by the Company on March 22, 2010 announcing the addition of Donald Morel, Jr., Ph.D. to Kensey Nash Corporation’s Board of Directors is attached hereto as Exhibit 99.1 to this Current Report on Form 8-K and incorporated herein by reference.

 

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

 

99.1    Press release issued by the Company on March 22, 2010 announcing the addition of Donald Morel, Jr., Ph.D. to Kensey Nash Corporation’s Board of Directors.

 

2


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.

 

KENSEY NASH CORPORATION
By:   /s/    MICHAEL CELANO        
  Michael Celano
  Chief Financial Officer

Dated: March 22, 2010

 

3

EX-99.1 2 dex991.htm PRESS RELEASE Press Release

Exhibit 99.1

FOR IMMEDIATE RELEASE

CONTACT:

Joseph W. Kaufmann

President and Chief Executive Officer

(484) 713-2100

KENSEY NASH CORPORATION ANNOUNCES THE ADDITION OF DONALD

MOREL, JR., PH.D. TO ITS BOARD OF DIRECTORS

EXTON, PA, March 23, 2010 – Kensey Nash Corporation (Nasdaq: KNSY) today announced that Donald E. Morel, Jr., Ph.D., Chairman and Chief Executive Officer of West Pharmaceutical Services, Inc., has joined Kensey Nash’s Board of Directors.

Dr. Morel has served as Chief Executive Officer of West Pharmaceutical Services, Inc. since April 2002 and Chairman of the Board since March 2003. He joined West in 1992 as Director of Research and Development and was promoted to Vice President R&D in 1993. In this role, Dr. Morel spearheaded West’s efforts to develop novel and proprietary drug delivery technologies. From 1998 to 2001, he served as President of several of West’s divisions and in April 2001 Dr. Morel became President and Chief Operating Officer.

Prior to joining West Pharmaceutical, Dr. Morel developed and managed a broad range of programs involving advanced materials for aerospace, biomedical and pharmaceutical applications for several companies. Dr. Morel holds a BS degree in Engineering from Lafayette College, an MS in Materials Science and a Ph.D. in Materials Science and Veterinary Medicine from Cornell University. He has received several awards and honors including becoming a fellow for the American Institute for Medical & Biologic Engineering. In addition to Kensey Nash’s Board, Dr. Morel serves as a Director and Trustee of numerous non-profit organizations including the Fox Chase Cancer Center.

“Dr. Morel’s extensive business experience and materials science knowledge will be a tremendous asset to our Board and our company,” commented Joseph W. Kaufmann, President and CEO of Kensey Nash Corporation. “His outstanding leadership as Chairman and CEO of West Pharmaceutical is well documented and we are fortunate to have someone of his stature on our board. I am very pleased to welcome him as a member,” he concluded.

“Over the past twenty-five years Kensey Nash has developed a broad range of innovative products and materials that have benefitted patients worldwide. I am pleased to have the opportunity to join the Board and look forward to working with the current Directors and talented management team to achieve the company’s strategic objectives,” Dr. Morel commented.

About Kensey Nash Corporation. Kensey Nash Corporation is a medical device company primarily focused on regenerative medicine utilizing its proprietary collagen and synthetic polymer technology. The Company is recognized as a leader for innovative product development and unique technology in the field of resorbable biomaterials. The Company has an extensive range of products, which are sold through strategic partners in multiple medical markets, including, the cardiology, orthopedic, sports medicine, spine, endovascular and general surgery markets.

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