8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

CURRENT REPORT

FORM 8-K

Pursuant to Section 13 or 15(d) of the Securities Exchange Act

Date of Report (Date of Earliest Event Reported): November 21, 2013

Hanger, Inc.

(Exact name of registrant as specified in its charter)

Delaware
(State or other jurisdiction of
incorporation 1-10670
(Commission File Number) 84-0904275
(IRS Employer Identification
No.)

10910 Domain Drive, Suite 300
Austin, Texas 78758

 (Address of principal executive offices (zip code))

(512) 777-3800

(Registrant’s telephone number, including area code)

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 240.13d-4(c))

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

Hanger, Inc. (the “Company”) announced that on November 21, 2013 the Company’s Board of Directors (the “Board”) elected Christopher B. Begley as a director of the Company to serve until the 2014 annual meeting of stockholders of the Company and until his successor is elected and qualified.

Mr. Begley is the retired Executive Chairman and Chief Executive Officer of Hospira, Inc, a leading global hospital products company.  Mr. Begley served as Executive Chairman of the Board of Hospira from May 2007 until January 2012.  He also served as Chief Executive Officer from April 30, 2004, when Hospira was spun off from Abbott Laboratories, to March 2011.  Prior to that, Mr. Begley served in various positions with Abbott between 1986 and 2004, most recently as Senior Vice President of Abbott’s Hospital Products division.  He serves as non-executive chairman of the board of Hillshire Brands Company and as a director of Zimmer Holdings Inc. and DeVry Inc. Mr. Begley previously served as a director of Sara Lee Corporation, the Advanced Medical Technology Association, and the National Center for Healthcare Leadership. Mr. Begley earned a bachelor’s degree from Western Illinois University and a master’s degree in business administration from Northern Illinois University.

As a non-employee director, Mr. Begley will be compensated in accordance with the Company’s compensation policies for non-employee directors, which are as described in the Company’s proxy statement filed with the Securities and Exchange Commission.  Upon his election to the Board, Mr. Begley received a pro-rata portion of the annual cash retainer payable to directors, as well as a pro-rata portion of the annual grant of 5,525 shares of the Company’s common stock.

There is no arrangement or understanding between Mr. Begley and any other person pursuant to which Mr. Begley was elected as a director of the Company, and there are no transactions in which Mr. Begley has an interest requiring disclosure under Item 404(a) of Regulation S-K.  Mr. Begley has not yet been appointed to serve as a member of any committee of the Board.

Mr. Begley was elected by the Board to fill a vacancy created by the Board when it increased the size of its Board from eight to nine directors pursuant to its authority to determine the size of the Board by resolution granted to it under the Amended and Restated By-Laws of the Company.

The Company issued on November 21, 2013 a press release announcing Mr. Begley’s election to the Board, which press release is filed herewith as Exhibit 99.1.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

(99.1)Press release of Hanger, Inc. issued November 21, 2013.

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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.

HANGER, INC.
By:	/s/ Thomas E. Hartman
	Thomas E. Hartman
	Vice President and General Counsel
Dated: November 21, 2013

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EXHIBIT INDEX

Exhibit No.	Description
(99.1)	Press release of Hanger, Inc. issued November 21, 2013.

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EX-99.1

Exhibit 99.1

Hanger Announces Appointment of Christopher B. Begley to Board of Directors

AUSTIN, Texas, Nov. 21, 2013 /PRNewswire/ — Hanger, Inc. (NYSE: HGR) today announced that its Board of Directors has elected Christopher B. Begley, retired Executive Chairman of the Board of Directors and former Chief Executive Officer of Hospira, to join the Hanger Board as a director effective immediately.  Mr. Begley qualifies as an independent director under applicable New York Stock Exchange listing standards.

“As former CEO of a global hospital products company with over 40 years’ experience, Chris brings a deep understanding of the healthcare industry and proven expertise in operations and strategic growth,” Hanger President and CEO Vinit Asar said.  “We are confident Chris will provide additional leadership and expert healthcare acumen to our Board as we continue Hanger’s commitment to empowering human potential.”

As the company’s founding CEO, Mr. Begley oversaw Hospira’s 2004 spin-off from Abbott Laboratories and drove the development of its business strategies and growth plans until 2012.  Prior to Hospira, Mr. Begley served in senior leadership positions of Abbott’s Hospital Products Division, Abbott’s Chemical and Agricultural Products Division, Abbott Health Systems, and MediSense, Inc.  Begley currently serves as a director of Zimmer Inc., DeVry Inc., and Chairman of Hillshire Brands.

About Hanger, Inc. — Built on the legacy of James Edward Hanger, the first amputee of the American Civil War, Hanger, Inc. (NYSE: HGR) delivers orthotic and prosthetic (O&P) patient care, and distributes O&P products and rehabilitative solutions to the broader market.  Hanger’s Patient Care segment is the largest owner and operator of O&P patient care clinics with in excess of 740 locations nationwide.  Through its Products & Services segment, Hanger distributes branded and private label O&P devices, products and components, and provides rehabilitative solutions.  Steeped in over 150 years of clinical excellence and innovation, Hanger’s vision is to be the partner of choice for products and services that enhance human physical capability.  For more information on Hanger, visit www.hanger.com and follow us at www.Facebook.com/HangerNews, www.Twitter.com/HangerNews, and www.YouTube.com/HangerNews.

CONTACT: Russell Allen, 512-777-3800