-----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, GQucSRdQ9afU7RWfcYxE4eBWBt1IOM3oq3Oquzs4K5axpHC3w/FwInnzgmuln7Cb Hc+Fx/lCDhIVh+vvlhyA9A== 0001102624-10-000247.txt : 20100528 0001102624-10-000247.hdr.sgml : 20100528 20100527184619 ACCESSION NUMBER: 0001102624-10-000247 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20100521 ITEM INFORMATION: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20100528 DATE AS OF CHANGE: 20100527 FILER: COMPANY DATA: COMPANY CONFORMED NAME: SPECTRASCIENCE INC CENTRAL INDEX KEY: 0000727672 STANDARD INDUSTRIAL CLASSIFICATION: ELECTROMEDICAL & ELECTROTHERAPEUTIC APPARATUS [3845] IRS NUMBER: 411448837 STATE OF INCORPORATION: MN FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-13092 FILM NUMBER: 10863955 BUSINESS ADDRESS: STREET 1: 11568 SORRENTO VALLEY ROAD STREET 2: SUITE 11 CITY: SAN DIEGO STATE: CA ZIP: 92121 BUSINESS PHONE: (858) 847-0200 MAIL ADDRESS: STREET 1: 11568 SORRENTO VALLEY ROAD STREET 2: SUITE 11 CITY: SAN DIEGO STATE: CA ZIP: 92121 FORMER COMPANY: FORMER CONFORMED NAME: GV MEDICAL INC /MN DATE OF NAME CHANGE: 19931119 FORMER COMPANY: FORMER CONFORMED NAME: GV MEDICAL INC DATE OF NAME CHANGE: 19920703 8-K 1 spectrascience8k.htm SPECTRASCIENCE, INC. 8-K spectrascience8k.htm
 



 
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): May 21, 2010
 
SPECTRASCIENCE, INC.
(Exact name of registrant as specified in its charter)
 
Minnesota
(State of other jurisdiction of incorporation)
000-13092
(Commission File Number)
41-1448837
(I.R.S. Employer Identification No.)

11568-11 Sorrento Valley Road, San Diego, CA 92121
(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code: (858) 847-0200
 
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registration 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 May 21, 2010, the Board of Directors of the Company elected Sheldon L. Miller, Esq. to the Board of Directors. Mr. Miller has not been, nor is expected to be nominated to any board committees. There have been no related party transactions entered into between Mr. Miller and the Company of the type required to be disclosed by applicable SEC regulations.

Upon election, Mr. Miller was granted a ten-year stock option to purchase 400,000 shares of the Company’s Common Stock at $0.24 per share, which was the closing price on the day of the grant. One third of the options are exercisable one year from the date of grant with one third of the number of options vesting on the anniversary date, thereafter.  The stock options will be fully vested on May 21, 2013.

A copy of the press release concerning this event (which contains biographical information about Mr. Miller) is filed as an exhibit to this report.

Item 9.01. Financial Statements and Exhibits

(d) Exhibits

99.1 Press Release dated May 26, 2010


 
 

 


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: May 27, 2010
 
SPECTRASCIENCE, INC.
By: /s/ James Hitchin
 
        James Hitchin
Its :  Chief Executive Officer
   


 
 

 

EXHIBIT INDEX
 
 
Exhibit
 
 
Number
 
Description
 
 
 
 
Press Release dated May 26, 2010

 

 


 
 
 
 
EX-99.1 2 ex99_1.htm EXHIBIT 99.1 ex99_1.htm
 



 
Exhibit 99.1
 

 
SpectraScience Appoints Sheldon L. Miller Esq. to Its Board of Directors
 
SAN DIEGO, CA--(Marketwire - May 26, 2010) - SpectraScience, Inc. (OTCBB: SCIE), a San Diego based medical device company, announced today that it has appointed Sheldon L. Miller Esq. to its Board of Directors.
 
Jim Hitchin, SpectraScience's CEO, said, "We are extremely pleased that Mr. Miller has accepted a position on our Board of Directors representing our Shareholders. He has defended the rights of Michigan residents as a top litigator and expert counsel for more than 40 years."
 
With the Association of Trial Lawyers of America (ATLA), Mr. Miller served as a vice-president, parliamentarian and secretary, and he was also president of the Detroit chapter of the ATLA. He also received the prestigious Champion of Justice award from the ATLA in 1998, and served on the Board of Governors of the ATLA from 1977 to 2009. Mr. Miller served as president of the Michigan Trial Lawyers Association (MTLA) and also received the Champion of Justice award from the MTLA. In 1979, Mr. Miller served as president of the newly founded Mediation Tribunal Association, a non-profit corporation, formed to oversee the mediation process in Wayne County (Detroit). He served as president until 1992.
 
Mr. Miller is a frequent lecturer and author on trial strategies and also taught trial practice as an adjunct professor of law, founding Trial Lawyers for Public Justice, and authoring several well-received legal articles.
 
Mr. Miller was profiled in the books "The Million Dollar Lawyers" and Detroit's "Powers and Personalities," and he was also rated by the "New York Law Journal" as "one of the top tort litigators in the United States." Mr. Miller graduated from Wayne State University Law School in Detroit, Michigan in 1961.
 
Forward-Looking Statements
 
This news release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These forward-looking statements involve risks and uncertainties that may cause SpectraScience's actual results to differ materially from results discussed in forward-looking statements. Readers are urged to carefully review and consider the various disclosures made by SpectraScience in this news release, its most recent Form 10-K and in SpectraScience's other reports filed with the Securities and Exchange Commission ("SEC") that attempt to advise interested parties of the risks and factors that may affect SpectraScience's business. These forward-looking statements are qualified in their entirety by the cautions and risk factors filed by SpectraScience in its annual report on Form 10-K and other documents.
 
About SpectraScience, Inc.
 
SpectraScience is a San Diego based medical device company that designs, develops, manufactures and markets spectrophotometry systems capable of determining whether tissue is normal, pre-cancerous or cancerous without physically removing tissue from the body. The WavSTAT Optical Biopsy System uses light to optically scan tissue and provide the physician with an immediate analysis. With FDA approval for sale in the U.S. and the CE Mark for the European Union, the WavSTAT System is the first commercially available product that incorporates this innovative technology for clinical use. The Company's LUMA imaging technology has received FDA approval for an optical non-invasive system that is proven to more effectively detect cervical cancer precursors than conventional methods available in the market today.
 
Contact:

SpectraScience, Inc.
Jim Hitchin
Chief Executive Officer
(858) 847-0200 x201

Hayden Communications
Investor Relations
Todd Pitcher
(858)-518-1387


 
 


 
 
 
 
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