-----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, ByEUZnzDcgnHVQfG2964eOIxI9VTdD13PIuql9L8RoBW5i1stKFqpQ9ETnftTl2u fR6tHVNZuQA0NEDvc7WpQQ== 0001275287-05-001054.txt : 20050322 0001275287-05-001054.hdr.sgml : 20050322 20050322165620 ACCESSION NUMBER: 0001275287-05-001054 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20050317 ITEM INFORMATION: Entry into a Material Definitive Agreement ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20050322 DATE AS OF CHANGE: 20050322 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ALIGN TECHNOLOGY INC CENTRAL INDEX KEY: 0001097149 STANDARD INDUSTRIAL CLASSIFICATION: ORTHOPEDIC, PROSTHETIC & SURGICAL APPLIANCES & SUPPLIES [3842] IRS NUMBER: 943267295 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-32259 FILM NUMBER: 05697216 BUSINESS ADDRESS: STREET 1: 851 MARTIN AVENUE CITY: SANTA CLARA STATE: CA ZIP: 95050 BUSINESS PHONE: 4087381500 MAIL ADDRESS: STREET 1: 851 MARTIN AVENUE CITY: SANTA CLARA STATE: CA ZIP: 95050 8-K 1 at2311.txt ================================================================================ UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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 17, 2005 ALIGN TECHNOLOGY, INC. ------------------------------------------------------ (Exact Name of Registrant as Specified in Its Charter) Delaware ---------------------------------------------- (State or Other Jurisdiction of Incorporation) 0-32259 94-3267295 ------------------------ --------------------------------- (Commission File Number) (IRS Employer Identification No.) 881 Martin Avenue, Santa Clara, California 95050 ------------------------------------------ ---------- (Address of Principal Executive Offices) (Zip Code) (408) 470-1000 ---------------------------------------------------- (Registrant's Telephone Number, Including Area Code) Not applicable ------------------------------------------------------------- (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): [ ] 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 1.01 Entry into a Material Definitive Agreement On March 17, 2005, the Board of Directors of Align Technology, Inc. ("Align") approved an increase to the standard monthly retainer for the Chair of the Compensation Committee from $2,000 per month to $3,000 per month. Each other standard director fee described in Align's Form 8-K filed with the Securities and Exchange Commission on February 16, 2005 remains unchanged. ITEM 8.01 Other Events. On March 22, 2005, Align announced that Robert D. Mitchell has resigned as Vice President, Worldwide Sales to join MILLiMED Holdings, Inc. as President and CEO, effective March 23, 2005. David Thrower, Align Vice President, Global Marketing, will assume day-to-day responsibility and management of all sales operations until a replacement for Mr. Mitchell has been named. The full text of the press release is attached hereto as Exhibit 99.1. ITEM 9.01. Financial Statements and Exhibits (c) Exhibits. Exhibit No. Description ----------- ------------------------------------------------------------- 99.1 Press release dated March 22, 2005 for Align Technology, Inc. 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. Dated: March 22, 2005 ALIGN TECHNOLOGY, INC. By: /s/ Eldon M. Bullington ------------------------------------ Eldon M. Bullington Vice President of Finance and Chief Financial Officer INDEX TO EXHIBITS Exhibit No. Description ----------- ------------------------------------------------------------- 99.1 Press Release dated March 22, 2005 for Align Technology, Inc. EX-99.1 2 at2311ex991.txt Exhibit 99.1 ALIGN TECHNOLOGY VP RESIGNS TO LEAD CARDIOVASCULAR COMPANY SANTA CLARA, Calif., March 22 /PRNewswire-FirstCall/ -- Align Technology, Inc. (Nasdaq: ALGN), the inventor of Invisalign(R), a proprietary method of straightening teeth without wires and brackets, today announced that Robert D. Mitchell has resigned as Vice President, Worldwide Sales to join MILLiMED Holdings, Inc. as President and CEO, effective March 23, 2005. Mr. Mitchell joined Align in July 2004. During his tenure, Align saw a 17 percent increase in the number of doctors using Invisalign worldwide. Regarding his departure, Mr. Mitchell said, "This is a bittersweet transition. I'm excited about returning to the cardiovascular industry and taking on the challenges of an early stage company, but I have had a tremendously positive experience at Align. I believe in Align's people, its customers, its technology and its potential to impact millions of patients. This is a great company, and I look forward to seeing continued growth and success at Align in the years ahead." Mr. Mitchell served on the board of privately-owned MILLiMED prior to accepting the position of CEO for the company. Based in Helsingborg, Sweden, MILLiMED develops, manufactures and markets therapeutic devices for neurovascular and cardiovascular applications. "Bob has been a valuable asset to the Align team," said Align President and Chief Executive Officer Thomas M. Prescott. "We are sorry to see him go, but wish him all the best as he takes this important step forward in his career." David Thrower, Align Vice President, Global Marketing, will assume day-to-day responsibility and management of all sales operations until a replacement for Mr. Mitchell has been named. About Align Technology, Inc. Align Technology designs, manufactures and markets Invisalign, a proprietary method for treating malocclusion, or the misalignment of teeth. Invisalign corrects malocclusion using a series of clear, nearly invisible, removable appliances that gently move teeth to a desired final position. Because it does not rely on the use of metal or ceramic brackets and wires, Invisalign significantly reduces the aesthetic and other limitations associated with braces. Invisalign is appropriate for treating adults and older teens. Align Technology was founded in March 1997 and received FDA clearance to market Invisalign in 1998. To learn more about Invisalign or to find a certified Invisalign doctor in your area, please visit www.invisalign.com or call 1-800-INVISIBLE. Investor Relations Contact Press Contact Barbara Domingo Shannon Mangum Henderson Align Technology, Inc. Ethos Communication, Inc. 408-470-1204 678-417-1767 bdomingo@aligntech.com shannon@ethoscommunication.com SOURCE Align Technology, Inc. -0- 03/22/2005 /CONTACT: investors, Barbara Domingo of Align Technology, Inc., +1-408-470-1204, or bdomingo@aligntech.com; or media, Shannon Mangum Henderson of Ethos Communication, Inc., +1-678-417-1767, or shannon@ethoscommunication.com, for Align Technology, Inc./ /Web site: http://www.invisalign.com / -----END PRIVACY-ENHANCED MESSAGE-----