-----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, RzPCYd+iJ6yfCtBa58CGNICNMcSTyzlw1nc9Ql+5Zh8LJGp95gdqKyvLBHyZLX6+ +356mhTK/1eje2BtW07BIQ== 0000725058-06-000053.txt : 20060620 0000725058-06-000053.hdr.sgml : 20060620 20060620163405 ACCESSION NUMBER: 0000725058-06-000053 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20060620 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: 20060620 DATE AS OF CHANGE: 20060620 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CYTOGEN CORP CENTRAL INDEX KEY: 0000725058 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 222322400 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-14879 FILM NUMBER: 06915557 BUSINESS ADDRESS: STREET 1: 650 COLLEGE RD EAST STE 3100 CITY: PRINCETON STATE: NJ ZIP: 08540 BUSINESS PHONE: 6099878200 MAIL ADDRESS: STREET 1: 650 COLLEGE RD EAST STE 3100 CITY: PRINCETON STATE: NJ ZIP: 08540 8-K 1 form8k-062006_cfo.txt FORM 8-K 062006 CFO 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): June 20, 2006 ------------- CYTOGEN CORPORATION -------------------------------------------------------------------- (Exact Name of Registrant as Specified in Charter) Delaware 000-14879 22-2322400 - ------------------------------ ------------------------ ------------------- (State or Other Jurisdiction (Commission File Number) (I.R.S. Employer of Incorporation) Identification No.) 650 College Road East, CN 5308, Suite 3100, Princeton, NJ 08540 - --------------------------------------------------------------- ------------- (Address of Principal Executive Offices) (Zip Code) Registrant's telephone number, including area code: (609) 750-8200 -------------- - -------------------------------------------------------------------------------- (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 5.02 DEPARTURE OF DIRECTORS OR PRINCIPAL OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF PRINCIPAL OFFICERS. On June 20, 2006, Cytogen Corporation (the "Company") announced that Christopher P. Schnittker, Senior Vice President and Chief Financial Officer of the Company, has resigned from the Company effective June 20, 2006 to pursue other career opportunities. The full text of the June 20, 2006 press release issued in connection with the announcement is attached as Exhibit 99.1 to this Current Report on Form 8-K. Thu A. Dang, the Company's Vice President, Finance, will serve as principal financial officer and principal accounting officer until a replacement has been found. Ms. Dang has served as the Company's Vice President, Finance since January 2003. Ms. Dang joined the Company in September 1988 as Senior Financial Reporting Accountant, and was promoted to Director of Finance in May 2000. Prior to joining the Company, Ms. Dang held numerous positions with Harrisburg Dairies for six years, serving ultimately as their Controller. Ms. Dang holds a B.S. degree in Accounting from Elizabethtown College. ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS. (d) Exhibits. Exhibit No. Description ----------- ----------- 99.1 Press Release of Cytogen Corporation dated June 20, 2006. 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. CYTOGEN CORPORATION By: /s/ Michael D. Becker ----------------------------- Michael D. Becker President and Chief Executive Officer Dated: June 20, 2006 EXHIBIT INDEX Exhibit No. Description ----------- ----------- 99.1 Press Release of Cytogen Corporation dated June 20, 2006. EX-99 2 cfo-press_release062006.txt EXHIBIT 99.1 CFO PRESS RELEASE 062006 [GRAPHIC OMITTED] [GRAPHIC OMITTED] MEDIA/INVESTORS CONTACT: Brian Korb The Trout Group (212) 477-9007 x23 CYTOGEN ANNOUNCES DEPARTURE OF CHIEF FINANCIAL OFFICER PRINCETON, N.J., (June 20, 2006) -- Cytogen Corporation (NASDAQ: CYTO) today announced that Christopher P. Schnittker, senior vice president and chief financial officer, has resigned from Cytogen effective June 20, 2006 to pursue other career opportunities. The Company has initiated a search for Mr. Schnittker's successor. Ms. Thu Dang, vice president of finance, will continue to handle the day-to-day financial matters of the Company until a replacement has been found. Ms. Dang has been with Cytogen for more than fifteen years and is integrally involved in all aspects of the Company's financial reporting process. "We appreciate Chris' contributions to Cytogen and we wish him well in his future endeavors," said Michael D. Becker, president and chief executive officer of Cytogen. "We are confident that Thu Dang, our vice president of finance, will facilitate a smooth transition while we search for a new CFO who as part of the Cytogen leadership team can continue the Company's track record of financial strength and commercial growth." ABOUT CYTOGEN CORPORATION - ------------------------- Founded in 1980, Cytogen Corporation of Princeton, NJ, is a biopharmaceutical company dedicated to improving the lives of patients with cancer by acquiring, developing and commercializing innovative molecules targeting the sites and stages of cancer progression. Cytogen's marketed products include QUADRAMET(R) (samarium Sm-153 lexidronam injection), PROSTASCINT(R) (capromab pendetide) kit for the preparation of Indium In-111 capromab pendetide, and SOLTAMOX(TM) (tamoxifen citrate, oral solution 10mg/5mL) in the United States. Cytogen's development pipeline consists of CYT-500, a therapeutic radiolabeled antibody targeting prostate-specific membrane antigen (PSMA), a protein highly expressed on the surface of prostate cancer cells and the neovasculature of solid tumors. Cytogen also has exclusive United States marketing rights to COMBIDEX(R) (ferumoxtran-10) for all applications, and the exclusive right to market and sell ferumoxytol (previously Code 7228) for oncology applications in the United States. Full prescribing information for the Company's products is available at www.cytogen.com or by calling 800-833-3533. For more information, please visit the Company's website at www.cytogen.com, which is not part of this press release. This press release contains certain "forward-looking" statements within the meaning of the Private Securities Litigation Reform Act of 1995 and Section 21E of the Securities Exchange Act of 1934, as amended. All statements, other than statements of historical facts, included in this press release regarding our strategy, future operations, financial position, future revenues, projected costs, prospects, plans and objectives of management are forward-looking statements. Such forward-looking statements involve a number of risks and uncertainties and investors are cautioned not to put any undue reliance on any forward-looking statement. There are a number of important factors that could cause Cytogen's results to differ materially from those indicated by such forward-looking statements. In particular, Cytogen's business is subject to a number of significant risks, which include, but are not limited to: the risk of obtaining the necessary regulatory approvals; the risk of whether products result from development activities; the risk of shifts in the regulatory environment affecting sales of Cytogen's products such as third-party payor reimbursement issues; the risk associated with Cytogen's dependence on its partners for development of certain projects, as well as other factors expressed from time to time in Cytogen's periodic filings with the Securities and Exchange Commission (the "SEC"). As a result, this press release should be read in conjunction with Cytogen's periodic filings with the SEC. The forward-looking statements contained herein are made only as of the date of this press release, and Cytogen undertakes no obligation to publicly update such forward-looking statements to reflect subsequent events or circumstances. ### -----END PRIVACY-ENHANCED MESSAGE-----