8-K 1 cryolife8k70105.txt FORM 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 1, 2005 ----------------------- CRYOLIFE, INC. (Exact name of registrant as specified in its charter) -------------------------
FLORIDA 1-13165 59-2417093 (State or Other Jurisdiction (Commission File Number) (IRS Employer of Incorporation) Identification No.)
1655 ROBERTS BOULEVARD N.W., KENNESAW, GA 30144 (Address of principal executive office) (zip code) Registrant's telephone number, including area code: (770) 419-3355 N/A (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)) -------------------------------------------------------------------------------- SECTION 1 REGISTRANT'S BUSINESS AND OPERATIONS ITEM 1.01 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT. Gerald B. Seery has been appointed to the newly created position of Vice President of International Operations of CryoLife, Inc. ("CryoLife"), effective July 1, 2005. Mr. Seery had been President of CryoLife Europa, based in the U.K. for the past three years. Effective July 1, 2005, Mr. Seery receives a base salary of $250,000, plus a percentage of net increases in CryoLife's non-United States' revenues. Mr. Seery is not currently employed pursuant to an written employment agreement, however, his employment is subject to a 30 day notice of termination requirement. SECTION 8 OTHER EVENTS ITEM 8.01 OTHER EVENTS. On July 7, 2005, CryoLife announced in a press release that it had appointed Gerald B. Seery to the newly created position of Vice President of International Operations. SECTION 9 FINANCIAL STATEMENTS AND EXHIBITS ITEM 9.01 EXHIBITS. (a) Financial Statements (b) Pro Forma Financial Information (c) Exhibits Exhibit Number Description -------------- ----------- 99.1 Press Release dated July 7, 2005 2 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, CryoLife, Inc. has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. CRYOLIFE, INC. Date: July 7, 2005 By: /s/ D.A. Lee ---------------------------------------- D. Ashley Lee, Executive Vice President, Chief Operating Officer and Chief Financial Officer 3 EXHIBIT INDEX Exhibit Number Description -------------- ----------- 99.1 Press Release dated July 7, 2005 4