-----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, FqOiTJRMiWuN/ByWvDI7lGgdElBBZeKj5aekOIfFlV8XIEPOqEuHIq/EKv+4/tw0 OC7bthxWkY3k6nCFRZAYRg== 0000950134-04-017698.txt : 20041116 0000950134-04-017698.hdr.sgml : 20041116 20041116151406 ACCESSION NUMBER: 0000950134-04-017698 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20041110 ITEM INFORMATION: Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20041116 DATE AS OF CHANGE: 20041116 FILER: COMPANY DATA: COMPANY CONFORMED NAME: GENENTECH INC CENTRAL INDEX KEY: 0000318771 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 942347624 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-09813 FILM NUMBER: 041149364 BUSINESS ADDRESS: STREET 1: 1 DNA WAY CITY: SOUTH SAN FRANCISCO STATE: CA ZIP: 94080 BUSINESS PHONE: 650-225-1000 MAIL ADDRESS: STREET 1: 1 DNA WAY STREET 2: . CITY: SOUTH SAN FRANCISCO STATE: CA ZIP: 94080 8-K 1 f03419e8vk.htm FORM 8-K e8vk
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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): November 10, 2004

GENENTECH, INC.

(Exact name of Registrant as specified in its charter)
         
Delaware   1-9813   94-2347624
(State or other jurisdiction
of incorporation)
  (Commission
File Number)
  (I.R.S. Employer
Identification No.)

1 DNA Way
South San Francisco, California 94080-4990

(Address of principal executive offices and Zip Code)

Registrant’s telephone number, including area code: (650) 225-1000

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))



 


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ITEM 5.02 DEPARTURE OF DIRECTORS OR PRINCIPAL OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF PRINCIPAL OFFICERS
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS
SIGNATURES
EXHIBIT INDEX
EXHIBIT 99.1


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ITEM 5.02 DEPARTURE OF DIRECTORS OR PRINCIPAL OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF
                     PRINCIPAL OFFICERS

     Louis J. Lavigne, Jr., Executive Vice President and Chief Financial Officer of Genentech, Inc. (CFO since 1988), has notified the Company that he will retire from his position in March 2005. Mr. Lavigne’s effective date of retirement will be determined at that time.

     David A. Ebersman, who is 34, will become Chief Financial Officer of Genentech effective upon Mr. Lavigne’s retirement, subject to Mr. Ebersman’s election to that position by the Board of Directors. Mr. Ebersman is currently Senior Vice President, Product Operations of Genentech and has served in that position since May 2001. He joined Genentech in February 1994 as a Business Development Analyst and subsequently served as Manager, Business Development from February 1995 to February 1996, Director, Business Development from February 1996 to March 1998, Senior Director, Product Development from March 1998 to February 1999 and Vice President, Product Development from February 1999 to May 2001. Prior to joining Genentech, he held the position of Research Analyst at Oppenheimer & Company, Inc.

     Genentech issued a press release announcing these organizational changes on November 10, 2004 and a copy of it is filed herewith as Exhibit 99.1 and incorporated herein by reference.

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS

     (c) Exhibits.

     
Exhibit No.
   
99.1
  Press Release of Genentech, Inc. dated November 10, 2004.

 


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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.
         
     
Dated: November 16, 2004  By:   /s/ Stephen G. Juelsgaard  
    Stephen G. Juelsgaard   
    Executive Vice President, General
Counsel and Secretary 
 

 


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EXHIBIT INDEX

     
Exhibit No.
  Description
99.1
  Press Release of Genentech, Inc. dated November 10, 2004.

 

EX-99.1 2 f03419exv99w1.txt EXHIBIT 99.1 EXHIBIT 99.1 (GENENTECH LOGO) Wednesday, Nov 10, 2004 GENENTECH ANNOUNCES ORGANIZATIONAL CHANGES SOUTH SAN FRANCISCO, CALIF. -- NOVEMBER 10, 2004 -- Genentech, Inc. (NYSE: DNA) today announced that Executive Vice President and Chief Financial Officer Lou Lavigne plans to retire in March 2005. David Ebersman, currently Senior Vice President of Product Operations will replace Lavigne as CFO at that time. Pat Yang, currently Vice President of South San Francisco Manufacturing and Engineering will replace Ebersman as leader of Genentech's Product Operations organization. Lavigne joined Genentech in July 1982, was named controller in 1983 and, in this position, built Genentech's operating and financial functions. In 1986, he was promoted to vice president and assumed the position of chief financial officer in September 1988. He was named senior vice president in July 1994 and was promoted to executive vice president in March 1997. "The company's annual revenues stood at $40 million when Lou became Controller, around $300 million when he took over as CFO in 1988," said Genentech Chief Executive Officer Art Levinson, "And his steady hand has guided our financials to current annual revenues approaching $4 billion. His tenure signifies an outstanding record of strategic and financial leadership." In commenting on his experiences at Genentech Lavigne noted that "playing a role in Genentech's growth has been terrific - the company is currently on an excellent course with strong leadership so it is a logical time to pass the baton. Now I'm at a stage in my career where I would like a different pace and to share insight to some other companies' growth". Lavigne currently sits on the Board of Directors for LifeMasters, BMC Software and Kyphon and plans to consider other director positions in his retirement. David Ebersman joined Genentech in 1994 and previously held several positions in Business Development and Product Development. David was named senior director of Product Development in 1998, vice president of Product Development in 1999 and senior vice president of Product Operations in 2001. He became a member of Genentech's Executive Committee in March 2004. Before joining Genentech, Ebersman served as a Research Analyst covering biotechnology investments at Oppenheimer & Company, Inc. (now CIBC World Markets). In his new role he will continue as a member of the Executive Committee and continue to report to CEO Art Levinson. As CFO Ebersman will be responsible for Genentech's Financial, Corporate Relations, Investor Relations and Information Technology groups. "Ebersman's knowledge of the different parts of Genentech's business, combined with his financial acumen and security analyst experience at CIBC before joining the company, positions him for success as CFO," said Levinson. Pat Yang joined Genentech in December 2003 from Merck & Co., where he worked for 11 years and held several leadership roles in Merck's Manufacturing Division. Most recently, he held the position of vice president, Supply Chain Management. In this role, he led the materials management, strategic planning and manufacturing support functions for Merck's worldwide manufacturing plants. Previous to that, he was Merck's vice president, Asia/Pacific Manufacturing Operations. In his new role, Yang will be responsible for Genentech's worldwide Manufacturing, Engineering, Process Development and Supply Chain Management organizations. He will report directly to CEO Art Levinson. "Pat is a great fit at Genentech and has the right experience to help Product Operations meet the growing demand for Genentech's products," said Levinson. Lavigne, Ebersman and Yang will work together over the next five months to ensure a smooth transition for all of the Finance and Product Operations functions. ABOUT GENENTECH Genentech is a leading biotechnology company that discovers, develops, manufactures and commercializes biotherapeutics for significant unmet medical needs. A considerable number of the currently approved biotechnology products originated from or are based on Genentech science. Genentech manufactures and commercializes multiple biotechnology products directly in the United States and licenses several additional products to other companies. The company has headquarters in South San Francisco, California and is traded on the New York Stock Exchange under the symbol DNA. For additional information about the company, please visit http://www.gene.com.
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