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):  August 7, 2013

Tengion, Inc.

(Exact name of registrant as specified in its charter)

001-34688

(Commission File Number)

Delaware	20-0214813
(State or other jurisdiction of	(I.R.S. Employer Identification No.)
incorporation)

3929 Westpoint Blvd., Suite G

Winston-Salem, NC 27103

(Address of principal executive offices, with zip code)

(336) 722-5855

(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):

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

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

o 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

On August 7, 2013, the Board of Directors (the “Board”) of Tengion, Inc. (the “Company”) promoted A. Brian Davis, age 46, to Chief Financial Officer and Senior Vice President, Finance, effective August 7, 2013.  Mr. Davis had served as the Company’s Chief Financial Officer and Vice President, Finance, since August 2010.  In connection with this promotion, the Board increased Mr. Davis’s base salary to $350,000, effective as of August 1, 2013, and his target bonus to 40% of his base salary.

The description of Mr. Davis’s business experience in the Company’s proxy statement filed on June 13, 2013 is incorporated by reference into this Item 5.02.  The press release announcing Mr. Davis’s promotion is attached hereto as Exhibit 99.1 and is also incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits.

99.1 Press Release, dated August 7, 2013

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.

	TENGION, INC.
Date:  August 8, 2013	By: /s/ A. Brian Davis
	A. Brian Davis
	Chief Financial Officer and Senior Vice President, Finance

Exhibit Index

Exhibit No.	Description
99.1	Press Release, dated August 7, 2013

EX-99.1

Press Release

Tengion Announces Promotion of A. Brian Davis to Chief Financial Officer and Senior Vice President, Finance

WINSTON-SALEM, N.C., Aug. 7, 2013 /PRNewswire/ -- Tengion, Inc. (OTCQB: TNGN), a leader in regenerative medicine, today announced the promotion of A. Brian Davis to Chief Financial Officer and Senior Vice President, Finance. Mr. Davis has served as Chief Financial Officer of Tengion since joining the Company in 2010 and recently helped facilitate the Company in raising $33.6M to fund research and development activities for its two lead clinical programs, the Neo-Kidney Augment™ and the Neo-Urinary Conduit™.

"Brian has demonstrated exceptional execution in leading Tengion's financial efforts and has been instrumental in several transformative events for the Company, including the recent strategic investment from Celgene and simultaneous financing," commented John L. Miclot, President and Chief Executive Officer of Tengion. "We look forward to continuing the development of our Organ Regeneration Platform™ under Brian's financial leadership to drive further value and growth for Tengion."

Prior to joining Tengion, Mr. Davis served 15 years at Neose Technologies, Inc., a biopharmaceutical company using enzymatic technologies to develop improved protein therapeutics, where he advanced from Controller to Senior Vice President, Finance and CFO. He holds a B.S. in Accounting from Trenton State College and an M.B.A. from the Wharton School of the University of Pennsylvania. He is a Certified Public Accountant.

"Brian is an integral part of our team, and this promotion is well-deserved," said David Scheer, Chairman of the Tengion Board of Directors. "We congratulate Brian and thank him for his dedicated and tireless commitment to the company."

About Tengion

Tengion, a clinical-stage regenerative medicine company, is focused on developing its Organ Regeneration Platform™ to harness the intrinsic regenerative pathways of the body to regenerate a range of native-like organs and tissues with the goal of delaying or eliminating the need for chronic disease therapies, organ transplantation, and the administration of anti-rejection medications. The Company commenced a Phase 1 clinical trial in May 2013 for its Neo-Kidney Augment™, which is designed to prevent or delay dialysis or kidney transplantation by increasing renal function in patients with advanced chronic kidney disease. The Company is conducting this initial clinical trial in Sweden and is actively enrolling patients with chronic kidney disease and anticipates commencement of an initial clinical trial in the United States during the fourth quarter of 2013. An initial clinical trial is ongoing for the Company's Neo-Urinary Conduit™, an autologous implant that is intended to catalyze regeneration of native-like urinary tissue for bladder cancer patients requiring a urinary diversion following bladder removal.

SOURCE Tengion, Inc.

Brian Davis, brian.davis@tengion.com, 336.201.0155