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): July 31, 2017

BIOANALYTICAL SYSTEMS, INC.

(Exact name of registrant as specified in its charter)

Indiana	0-23357	35-1345024
(State or other jurisdiction of incorporation or organization)	(Commission File Number)	(I.R.S. Employer Identification No.)

2701 KENT AVENUE WEST LAFAYETTE, INDIANA	47906-1382
(Address of principal executive offices)	(Zip Code)

Registrant's telephone number, including area code: (765) 463-4527

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:

¨ 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(17CFR240.14a-12)

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act(17CFR240.14d-2(b))

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act(17CFR240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ¨

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

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

On July 31, 2017, Larry S. Boulet, Chairman of the Board of Directors (the “Board”) of Bioanalytical Systems, Inc. (the “Company”), notified the Company that he was retiring from the Board effective on August 1, 2017. Mr. Boulet served on the Board for over 10 years and the Company is deeply grateful to him for his exemplary leadership and personal dedication to the Company and its shareholders. In connection with his retirement from the Board, Mr. Boulet also retired from his positions on the Board’s committees and as Chairman of the Board.

On August 1, 2017, the Board unanimously elected R. Matthew Neff as an independent, Class I director and appointed Mr. Neff as Chairman of the Company’s Audit Committee. Mr. Neff’s term will expire at the 2019 annual meeting of shareholders.

As a director of the Company, Mr. Neff will receive compensation as a non-employee director in accordance with the Company’s non-employee director compensation practices described in the Company’s Proxy Statement on Schedule 14A filed with the Securities and Exchange Commission on January 30, 2017. This compensation generally consists of cash payments (annual cash retainers and Board and committee meeting fees) and such stock option awards as may be granted from time to time.

A copy of the press release announcing the election of Mr. Neff is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.

Item 7.01 Regulation FD Disclosure

In connection with Mr. Boulet’s retirement, the Board unanimously elected Gregory C. Davis, Ph.D. as interim Chairman of the Board.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits:

99.1 Press Release dated August 3, 2017.

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.

	Bioanalytical Systems, Inc.
Date: August 3, 2017	By:	/s/ Jill C. Blumhoff
		Jill C. Blumhoff Chief Financial Officer,
		Vice President—Finance

Exhibit Index

Exhibit No. Description

99.1 Press Release dated August 3, 2017.

EX-99.1

Exhibit 99.1

  NEWS RELEASE

FOR MORE INFORMATION:           Company Contact:

Jill Blumhoff

Chief Financial Officer

& Vice President—Finance

Phone: 765.497.8381

jblumhoff@BASInc.com

BASi Announces Election of R. Matthew Neff to the Board of Directors

WEST LAFAYETTE, INDIANA –August 3, 2017 – Bioanalytical Systems, Inc. (NASDAQ: BASI) (“BASi” or the “Company”) today announced that its Board of Directors unanimously elected R. Matthew Neff, as a director, effective August 1, 2017. "We are pleased to welcome Mr. Neff to the Board and look forward to working with him. His strong management, financial and legal background will be important, as we continue to focus on driving value for our shareholders. Mr. Neff fills the vacancy on the Board created by Larry Boulet’s retirement, and we want to thank Mr. Boulet for over 10 years of exemplary leadership and personal dedication to the Company," interim Chairman Dr. Greg Davis said. The Board of Directors also appointed Mr. Neff as Chairman of the Audit Committee.

Mr. Neff is currently Of Counsel with Bingham Greenebaum Doll LLP’s Corporate and Transactional Department. From August 2013 through June 2016, Mr. Neff served as Chairman, President and Chief Executive Officer of AIT Laboratories, a national toxicology lab headquartered in Indianapolis, Indiana. Mr. Neff joined AIT Laboratories after his tenure as President and Chief Executive Officer of CHV Capital, Inc., the venture capital subsidiary of Indiana University Health, a role he had held since 2007.

Mr. Neff started his career as a practicing lawyer and Partner at Baker & Daniels. He then served as the Deputy to the Chairman of the Federal Housing Finance Board (now known as the Federal Housing Finance Agency) in the first Bush Administration. Thereafter, he became the co-founder and Chief Executive Officer of two Indianapolis companies: Circle Investors, an insurance holding company then chaired by former Vice President of the United States, Dan Quayle, and Senex Financial Corp., a healthcare receivables finance company. Mr. Neff currently serves on the Board of Directors of Fairbanks Addiction Treatment Center and was a member of Riley Children’s Foundation’s Board of Directors from January 2000 to November 2012.

Mr. Neff earned his bachelor’s degree and graduated a Phi Beta Kappa from DePauw University. He also received his Juris Doctor degree from Indiana University School of Law, where he was the Executive Editor of the Indiana Law Review.

About Bioanalytical Systems, Inc.

BASi is a pharmaceutical development company providing contract research services and monitoring instruments to the world's leading drug development companies and medical research organizations. The company focuses on developing innovative services and products that increase efficiency and reduce the cost of taking a new drug to market. Visit www.BASinc.com for more information about BASi.

This release may contain forward-looking statements that are subject to risks and uncertainties including, but not limited to, risks and uncertainties related to changes in the market and demand for our products and services, the development, marketing and sales of products and services, changes in technology, industry standards and regulatory standards, and various market and operating risks detailed in the company's filings with the Securities and Exchange Commission.