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): April 10, 2018

AXOGEN, INC.

(Exact name of registrant as specified in its charter)

Minnesota	001-36046	41-1301878
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

13631 Progress Boulevard, Suite 400,
Alachua, Florida	32615
(Address of Principal Executive Offices)	(Zip Code)

Registrant’s telephone number, including area code

(386) 462-6800

(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:

☐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))

Indicate by check mark whether the registrant is an emerging growth company as defined in 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 1.01 Entry into a Material Definitive Agreement.

AxoGen Corporation, a Delaware corporation and a wholly owned subsidiary of AxoGen, Inc. (“AC”),  and SNH Medical Office Properties Trust, a Maryland real estate investment trust (“SNH”), are parties to that certain lease dated as of February 6, 2007, as amended, (the “Lease”) pursuant to which AC leases its 11,761 square foot corporate headquarters facility in Alachua, Florida (the “Current Premises”).On April 10, 2018, AC delivered to SNH a Current Premises Election Notice (as defined in the Lease), thereby exercising its right and option under the Lease to extend the Term (as defined in the Lease) with respect to the Current Premises, or the Current Premises Term (as defined in the Lease), for one (1) period commencing November 1, 2018 and ending on October 31, 2019.

Item 9.01. Financial Statements and Exhibits

(d)    Exhibits

Exhibit No.	Description
10.1	Current Premises Election Notice dated as of April  10, 2018.

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EXHIBIT INDEX

Exhibit No.	Description
10.1	Current Premises Election Notice dated as of April 10, 2018.

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SIGNATURE

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.

		AXOGEN, INC.
Date: April 13, 2018	By:	/s/ Gregory G. Freitag
		Gregory G. Freitag
		General Counsel & Senior VP of Business Development

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EX-10.1

Exhibit 10.1

Via Overnight Mail

April 10, 2018

SNH Medical Office Properties Trust

c/o The RMR Group LLC

4550 North Pond Parkway, Suite 380

Alpharetta, GA 30022-2414

Attention:  Vice President, Southeast Region

Re:  Lease dated February 6, 2007, as amended, by and between AxoGen Corporation and SNH Medical Office Properties Trust, successor-in-interest to Wigshaw, LLC (collectively, the “Lease Agreement”)

Dear Sir/Madam:

Pursuant to Paragraph 10 of the Fourth Amendment to the above-referenced Lease Agreement, this letter serves as AxoGen Corporation’s Current Premises Election Notice to exercise its right and option under the Lease Agreement to extend the Current Premises Term for one (1) period commencing November 1, 2018 and ending on October 31, 2019.

Thank you for your attention to this matter.

Sincerely,

/s/Karen Zaderej

Karen Zaderej

President & Chief Executive Officer

Cc:	The RMR Group LLC (via overnight mail)
	Two Newton Place
	255 Washington Street, Suite 300
	Newton, MA 02458
	Attention:  Jennifer B. Clark
	Frontstreet Commercial Real Estate Group (via E-Mail)
	132 NW 76th Dr.
	Gainesville, FL 32607
	Attention:  Rick Cain, CCIM, Director (rick@fronstreet.net)

13631 Progress Blvd. Suite 400 Alachua FL  32615 386.462.6800 386.462.6803 Fax www.axogeninc.com