0001144204-18-001903.txt : 20180111 0001144204-18-001903.hdr.sgml : 20180111 20180111160236 ACCESSION NUMBER: 0001144204-18-001903 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20180111 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: 20180111 DATE AS OF CHANGE: 20180111 FILER: COMPANY DATA: COMPANY CONFORMED NAME: HOLOGIC INC CENTRAL INDEX KEY: 0000859737 STANDARD INDUSTRIAL CLASSIFICATION: X-RAY APPARATUS & TUBES & RELATED IRRADIATION APPARATUS [3844] IRS NUMBER: 042902449 STATE OF INCORPORATION: DE FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-36214 FILM NUMBER: 18523706 BUSINESS ADDRESS: STREET 1: 250 CAMPUS DRIVE CITY: MARLBOROUGH STATE: MA ZIP: 01752 BUSINESS PHONE: 5082632900 MAIL ADDRESS: STREET 1: 250 CAMPUS DRIVE CITY: MARLBOROUGH STATE: MA ZIP: 01752 8-K 1 tv483169_8k.htm FORM 8-K

  

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 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): January 11, 2018

  

 

 

HOLOGIC, INC.

(Exact name of registrant as specified in its charter)

  

 

  

Delaware     1-36214   04-2902449

(State or other jurisdiction

of incorporation)

  

(Commission

File Number)

  

(IRS Employer

Identification No.)

 

250 Campus Drive, Marlborough, MA   01752
(Address of principal executive offices)   (Zip Code)

 

(508) 263-2900

(Registrant’s telephone number, including area code)

 

 

(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 Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

 

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 5.02Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

 

On January 11, 2018, the Board of Directors of the Hologic, Inc. (the “Company”) appointed Namal Nawana as a director of the Company, effective immediately. Mr. Nawana was the Chief Executive Officer and President of Alere, Inc. until it was acquired in October 2017.

 

Mr. Nawana will stand for election by stockholders at the Company’s 2018 Annual Meeting of Stockholders. As a non-employee director of the Company, he will receive compensation as described in the “Director Compensation” section of the Company’s Proxy Statement.

 

A copy of the Company’s press release announcing the election of Mr. Nawana is filed with this Current Report on Form 8-K as Exhibit 99.1.

 

 

Item 9.01 Financial Statements and Exhibits

 

(d)Exhibits

 

Exhibit
Number		   Description
99.1   Press Release dated January 11, 2018.

 

 

 

 

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.

 

Date: January 11, 2018   HOLOGIC, INC.
     
    By:  

/s/ John M. Griffin 

        John M. Griffin
        General Counsel

 

 

 

 

 EX-99.1 2 tv483169_ex99-1.htm EXHIBIT 99.1

Namal Nawana Elected to Hologic Board of Directors

MARLBOROUGH, Mass., Jan. 11, 2018 /PRNewswire/ -- Hologic, Inc. (Nasdaq: HOLX) announced today that Namal Nawana has been elected to the Company's Board of Directors, effective immediately.

Mr. Nawana, who has more than 20 years of global healthcare experience, was formerly the Chief Executive Officer of Alere, Inc., a publicly-traded global manufacturer of rapid point-of-care diagnostic tests that was acquired by Abbott Laboratories in October 2017. Before joining Alere, Mr. Nawana spent 15 years at Johnson & Johnson in various leadership roles, most recently as the Worldwide President of DePuy Synthes Spine.

"Namal is an excellent addition to Hologic's Board of Directors," said Steve MacMillan, the Company's Chairman, President and Chief Executive Officer. "His deep global experience in the industry as well as his operating expertise will be great complements to our current Board."

Mr. Nawana holds an Honors degree in mechanical engineering and a Master of Medical Science from the University of Adelaide, South Australia, and a Master of Business Administration from Henley Management College.

About Hologic

Hologic, Inc. is an innovative medical technology company primarily focused on improving women's health and well-being through early detection and treatment. For more information on Hologic, visit www.hologic.com.

Hologic and associated logos are trademarks and/or registered trademarks of Hologic, Inc. and/or its subsidiaries in the United States and/or other countries.

Forward-Looking Statements

This news release contains forward-looking information that involves risks and uncertainties, including statements about the Company's plans, objectives, expectations and intentions, and statements regarding the Company's Board of Directors. These forward-looking statements are based on assumptions made by the Company as of this date and are subject to known and unknown risks and uncertainties that could cause actual results to differ materially from those anticipated. These risks include, but are not limited to, the risk that the Company may not be able to attract and retain qualified Board members or executives. These risks are not exhaustive. Other factors that could adversely affect the Company's business and prospects are described in the filings made by the Company with the SEC. The Company expressly disclaims any obligation or undertaking to release publicly any updates or revisions to any such statements presented here to reflect any change in expectations or any change in events, conditions or circumstances on which any such statements are based.

Contact

Michael Watts
Vice President, Investor Relations and Corporate Communications
(858) 410-8588