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) October 23, 2014

Safeguard Scientifics, Inc.

(Exact Name of Registrant as Specified in Charter)

Pennsylvania	1-5620	23-1609753
(State or other jurisdiction of	(Commission file number)	(I.R.S. Employer ID No.)
incorporation or organization)
435 Devon Park Drive
Building 800
Wayne, PA		19087
(Address of principal executive offices)		(Zip Code)

Registrant's telephone number, including area code 610-293-0600

Not applicable

(Former name of 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))

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

On October 23, 2014, the Board of Directors of Safeguard Scientifics, Inc. (the “Company”) appointed Mara G. Aspinall as a director of the Company, to serve until the Company’s 2015 annual meeting of shareholders and until a successor is elected and qualified. 

From September 2011 through June 2014, Ms. Aspinall served as President and Chief Executive Officer of Ventana Medical Systems, a member of the Roche Group and a leader in the development, manufacturing and commercialization of tissue-based cancer diagnostic equipment and products that enable the delivery of personalized healthcare to cancer patients. Previously, from January 2009 through April 2011, Ms. Aspinall was the Founder, Chief Executive Officer and a director of On-Q-ity, Inc., a research-stage company focused on transforming cancer patient management through the capture of circulating tumor cells in a patient’s blood. Prior to that, Ms. Aspinall held leadership roles, including President of Genzyme Genetics and President of Genzyme Pharmaceuticals, at Genzyme Corporation, a value-added custom pharmaceutical intermediates manufacturing company.

In connection with her appointment and consistent with the Company’s past practices, on December 31, 2014, Ms. Aspinall will receive an initial stock option grant to purchase 8,333 shares of the Company’s common stock at a per share exercise price equal to the average of the high and low trading prices of the Company’s common stock on such date, which option will vest 25% each year commencing on the first anniversary of the grant date and will have an eight-year term. Ms. Aspinall also will receive cash compensation for her service as a director of the Company based on the Company’s general Board compensation policies as reported in the Company’s definitive proxy statement on Schedule 14A in the section entitled “Corporate Governance - Board Compensation,” which was filed with the Securities and Exchange Commission on April 8, 2014.

There are no arrangements or understandings between Ms. Aspinall and any other persons pursuant to which Ms. Aspinall was selected as a director. There are no transactions involving Ms. Aspinall required to be disclosed pursuant to Item 404(a) of Regulation S-K.

ITEM 9.01.Financial Statements and Exhibits.

(d)    Exhibits.

99.1    Press Release of Safeguard Scientifics, Inc. dated October 27, 2014.

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.

		Safeguard Scientifics, Inc.
Dated:	October 27, 2014	By:	/s/ BRIAN J. SISKO
			Brian J. Sisko
			Chief Operating Officer, Executive Vice President, and Managing Director

EXHIBIT INDEX

Exhibit NumberDescription

99.1            Press Release of Safeguard Scientifics, Inc. dated October 27, 2014

EX-99.1

Exhibit 99.1

Safeguard Scientifics Appoints Mara G. Aspinall

To Its Board of Directors

Joins Safeguard with a track record of success as an entrepreneur and healthcare industry visionary

Wayne, PA, October 27, 2014 - Safeguard Scientifics, Inc. (NYSE:SFE) today announced that it appointed Mara G. Aspinall to its board of directors. Ms. Aspinall has a track record of success as an entrepreneur and healthcare industry visionary that will drive value for Safeguard’s shareholders. Inclusive of Aspinall’s appointment, Safeguard currently has nine board members.

“We are pleased to welcome Mara to our board of directors,” said Steven T. Zarrilli, President and CEO of Safeguard. “Mara’s background as an entrepreneur and leader in diagnostics and personalized medicine is a perfect complement to our team. A thought leader and educator, Mara has a vision to ensure that patients receive the highest standards of care. This aligns with Safeguard’s mission to deploy capital into companies, specifically on the healthcare side, that directly impact the quality and cost of care. We look forward to working with Mara to drive value for Safeguard’s shareholders.”

Aspinall is the former President and CEO of Ventana Medical Systems and Global Head of Roche Tissue Diagnostics. Ventana, a member of the Roche Group, is a worldwide leader in the development, manufacturing and commercialization of tissue-based diagnostic equipment and products that enable the delivery of personalized healthcare to cancer patients.

Aspinall is the Founder and former CEO of On-Q-ity, an innovative personalized medicine company focused on transforming cancer patient management through the capture and characterization of circulating tumor cells in a patient’s blood. Previously, Aspinall was President of Genzyme Genetics, a leading provider of diagnostic testing services in the oncology and reproductive markets. Under Aspinall’s leadership, Genzyme Genetics set the industry standard for quality testing while profitably growing at an unprecedented pace to become one of the nation’s largest diagnostic laboratories. Prior to that, she served as President of Genzyme Pharmaceuticals.

In addition, Aspinall has led educational initiatives in life sciences, including the founding of DxInsights, to educate stakeholders on the value of diagnostics to improve patient outcomes and reduce costs; and the creation of the first ever School of Biomedical Diagnostics at Arizona State University and Dublin City University dedicated to teaching the next generation of healthcare leaders on the science, technology and business of diagnostics as an independent discipline.

A frequent industry speaker, Aspinall has been an active participant in the healthcare policy community. Aspinall is a founding Director of the European Personalized Medicine Association (EPEMED). She served for four years as an active member of the Federal Secretary of Health and Human Services’ Advisory Committee on Genetics, Health and Society.

Aspinall also lectures on life science industry issues at many institutions including Harvard Medical School, Boston University, and the University of Arizona. She was a Board Member of Blue Cross Blue Shield Massachusetts for three years. Aspinall co-authored “Realizing the Promise of Personalized Medicine” in Harvard Business Review and has written several articles, case studies, and editorials on healthcare topics. In 2010 she was named one of the “100 Most Inspiring People in Life Sciences” by PharmaVOICE magazine.

Aspinall started her business career at Bain & Company, an international strategic consulting firm. She earned her Master of Business Administration from Harvard Business School and her bachelor’s degree in International Relations from Tufts University.

About Safeguard Scientifics

Safeguard Scientifics, Inc. (NYSE:SFE) has a distinguished track record of fostering innovation and building market leaders. For six decades, Safeguard has been providing growth capital and operational support to entrepreneurs across an evolving spectrum of industries. Today, Safeguard is focused specifically on two sectors-healthcare and technology. Recent successful exits include Alverix (acquired by Becton, Dickinson for $40 million); Crescendo Bioscience (acquired by Myriad Genetics for $270 million); NuPathe (acquired by Teva Pharmaceutical Industries for $144 million); and ThingWorx (acquired by PTC for initial proceeds of $112 million). For more information, please visit www.safeguard.com or Follow Us on Twitter @safeguard.

Forward-looking Statements

Except for the historical information and discussions contained herein, statements contained in this release may constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Our forward-looking statements are subject to risks and uncertainties. The risks and uncertainties that could cause actual results to differ materially include, among others, our ability to make good decisions about the deployment of capital, the fact that our partner companies may vary from period to period, our substantial capital requirements and absence of liquidity from our partner company holdings, fluctuations in the market prices of our publicly traded partner company holdings, competition, our inability to obtain maximum value for our partner company holdings, our ability to attract and retain qualified employees, market valuations in sectors in which our partner companies operate, our inability to control our partner companies, our need to manage our assets to avoid registration under the Investment Company Act of 1940, and risks associated with our partner companies, including the fact that most of our partner companies have a limited history and a history of operating losses, face intense competition and may never be profitable, the effect of economic conditions in the business sectors in which Safeguard’s partner companies operate, and other uncertainties described in our filings with the Securities and Exchange Commission. Many of these factors are beyond the Company’s ability to predict or control. As a result of these and other factors, the Company’s past financial performance should not be relied on as an indication of future performance. The Company does not assume any obligation to update any forward-looking statements or other information contained in this press release.

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SAFEGUARD CONTACTS:

For Investor Relations

John E. Shave III

Senior Vice President, Investor Relations and Corporate Communications

610.975.4952

jshave(at)safeguard(dot)com

For Media Relations

Heather R. Hunter

Vice President, Corporate Communications

610.975.4923

hhunter(at)safeguard(dot)com