8-K 1 a05-6580_18k.htm 8-K

 

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 7, 2005

 

Beckman Coulter, Inc.

(Exact name of registrant as specified in its charter)

 

Delaware

 

001-10109

 

95-104-0600

(State of Incorporation

 

(Commission File Number)

 

(IRS Employer Identification No.

 

4300 N. Harbor Boulevard
Fullerton, California 92834-3100
(Address of principal executive offices) (Zip Code)

 

(714) 871-4848
(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:

 

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 1.01 – Entry into a Material Definitive Agreement

 

On April 7, 2005, Beckman Coulter and John P. Wareham entered into a Transition Agreement providing for pay and certain other benefits during the period February 21, 2005 through June 30, 2005. Mr. Wareham, who was formerly the Company’s Chief Executive Officer, stepped down from that position as of February 21, 2005. The agreement provides for the Company to pay Mr. Wareham a base salary of $31,000 per each two-week pay period and a prorated cash bonus for 2005. The agreement also provides that Mr. Wareham shall be entitled to continue to participate in all executive/employee benefits in accordance with their terms.

 

Item 9.01 Financial Statements and Exhibits

 

Exhibit 10.1 – Transition Agreement dated April 7, 2005

 

 

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.

 

Dated:  April 11, 2005

 

BECKMAN COULTER, INC.

 

 

 

 

 

By:

   /s/ JACK E. SOROKIN

 

 

Name: Jack E. Sorokin

 

Title: Assistant General Counsel

 

2