0001437749-16-035151.txt : 20160712 0001437749-16-035151.hdr.sgml : 20160712 20160712121610 ACCESSION NUMBER: 0001437749-16-035151 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20160711 ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20160712 DATE AS OF CHANGE: 20160712 FILER: COMPANY DATA: COMPANY CONFORMED NAME: VIVEVE MEDICAL, INC. CENTRAL INDEX KEY: 0000879682 STANDARD INDUSTRIAL CLASSIFICATION: ELECTROMEDICAL & ELECTROTHERAPEUTIC APPARATUS [3845] IRS NUMBER: 043153858 STATE OF INCORPORATION: B0 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-11388 FILM NUMBER: 161763557 BUSINESS ADDRESS: STREET 1: 150 COMMERCIAL STREET CITY: SUNNYVALE STATE: CA ZIP: 94086 BUSINESS PHONE: 4085301900 MAIL ADDRESS: STREET 1: 150 COMMERCIAL STREET CITY: SUNNYVALE STATE: CA ZIP: 94086 FORMER COMPANY: FORMER CONFORMED NAME: PLC SYSTEMS INC DATE OF NAME CHANGE: 19930328 8-K 1 vive20160712_8k.htm FORM 8-K vive20160712_8k.htm

 

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

 

July 11, 2016

Date of Report (Date of Earliest Event Reported)

 

VIVEVE MEDICAL, INC.

(Exact Name of Registrant as Specified in Its Charter)

 

Delaware

1-11388

04-3153858

(State or Other Jurisdiction of Incorporation or Organization)

(Commission File No.)

(I.R.S. Employer Identification No.)

 

150 Commercial Street

Sunnyvale, California 94086

(Address of Principal Executive Offices)

  

(408) 530-1900

(Issuer’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 (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 8.01

Other Matters

 

On July 11, 2016, the Board of Directors of Viveve Medical, Inc. adopted and approved Amendment No. 1 (the “Amendment”) to the Viveve Medical, Inc. Independent Director Compensation Policy (the “Policy”) that was originally adopted and approved on May 11, 2016. The purpose of the Amendment was to correct a clerical error included in the Policy relating to the computation of Subsequent Awards, as that term is defined in the Policy. A copy of the Amendment is attached to this Current Report on Form 8-K and incorporated herein in its entirety.

 

Item 9.01.

Financial Statements and Exhibits.

 

Exhibit No.

Description

 

10.1

Amendment No. 1 to the Viveve Medical, Inc. Independent Director Compensation Policy

 

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 thereunto duly authorized.

 

Date: July 12, 2016

VIVEVE MEDICAL, INC.

 

 

 

 

 

 

 

 

 

 

By:

/s/ Patricia Scheller

 

 

 

Patricia Scheller, Chief Executive Officer

 

 

 

 

 

                          

 
 
 

 

Exhibit Index

 

Exhibit No.

Description

   

10.1

Amendment No. 1 to the Viveve Medical, Inc. Independent Director Compensation Policy

 

 EX-10.1 2 ex10-1.htm EXHIBIT 10.1 vive20160712_8k.htm

Exhibit 10.1

 

 

AMENDMENT NO. 1 TO

VIVEVE MEDICAL, INC.

INDEPENDENT DIRECTOR COMPENSATION POLICY

 

WHEREAS, on May 11, 2016 the Board of Directors (the “Board”) of Viveve Medical, Inc. adopted and approved the Viveve Medical, Inc. Independent Director Compensation Policy (the “Policy”); and

 

WHEREAS, the Policy included an error in the paragraph titled “Subsequent Awards”; and

 

WHEREAS, the Board has determined to adopt this Amendment No. 1 to correct the error.

 

NOW, THEREFORE, the following paragraph of the Policy, which states:

 

Subsequent Awards

 

Each Independent Director shall be automatically granted an annual equity-based retainer award with a value at the time of issuance of approximately 0.035% of the outstanding Stock Options issued under the 2013 Plan (each, a “Subsequent Award”) which Subsequent Awards shall be granted following each annual meeting of the Company’s stockholders and shall be granted as of the date of such annual meeting. Subsequent Awards shall be in the form of grants of Stock Options, and shall vest and become exercisable in 36 equal monthly installments beginning on the first day of the month following the date of grant, subject to the Independent Director continuing in service on the Board through each such vesting date.

 

is hereby amended to state:

 

Subsequent Awards

 

Each Independent Director shall be automatically granted an annual equity-based retainer award with a value at the time of issuance of approximately 0.035% of the outstanding shares of the Company’s common stock on a fully diluted basis (each, a “Subsequent Award”) which Subsequent Awards shall be granted following each annual meeting of the Company’s stockholders and shall be granted as of the date of such annual meeting. Subsequent Awards shall be in the form of grants of Stock Options, and shall vest and become exercisable in 36 equal monthly installments beginning on the first day of the month following the date of grant, subject to the Independent Director continuing in service on the Board through each such vesting date.

 

Except as otherwise specifically set forth herein, all other terms and conditions of the Policy shall remain in full force and effect.

 

Adopted by the Board of Directors on the 11th day of July 2016.