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
September
16, 2013 |
Date of report (Date of earliest event reported) |
SurModics, Inc. |
(Exact Name of Registrant as Specified in its Charter) |
Minnesota |
0-23837 |
41-1356149 |
||
(State of Incorporation)
|
(Commission File Number)
|
(I.R.S. Employer Identification No.) |
9924 West 74th Street Eden Prairie, Minnesota |
55344 |
|
(Address of Principal Executive Offices) | (Zip Code) |
(952) 500-7000 |
(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 (see General Instruction A.2):
⃞ 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; Compensatory Arrangements of Certain Officers.
(b) On September 16, 2013, Robert C. Buhrmaster, Chairman of the Board of Directors of SurModics, Inc. (the “Company”), notified the Company of his intention to retire from its Board of Directors effective at the conclusion of the Company’s 2014 Annual Meeting of Shareholders to be held in February 2014. The Company also announced the election of Scott R. Ward to succeed Mr. Buhrmaster as chairman. Mr. Ward has been a director of the Company since 2010.
A copy of a press release announcing the foregoing is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
Exhibit Number |
Description | |||
99.1 | Press Release dated September 20, 2013 |
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.
SURMODICS, INC. |
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Date: | September 20, 2013 |
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/s/ Bryan K. Phillips |
Bryan K. Phillips |
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Sr. Vice President, General Counsel and Secretary |
EXHIBIT INDEX
Exhibit | |||
Number |
Description |
||
99.1 |
Press Release dated September 20, 2013 |
Exhibit 99.1
SurModics Announces Board Changes
Robert C. Buhrmaster to step down as Board Chair at annual meeting in February 2014;
Current Board member Scott R. Ward to become Chair
EDEN PRAIRIE, Minn.--(BUSINESS WIRE)--September 20, 2013--SurModics, Inc. (Nasdaq:SRDX), a leading provider of surface modification and in vitro diagnostic technologies to the healthcare industries, today announced the retirement of Board Chair Robert C. Buhrmaster, 65, effective at the conclusion of the Company’s 2014 Annual Meeting of Shareholders to be held in February 2014. At that time, current Board member Scott R. Ward will assume the chairmanship. The Board intends to fill the vacancy in due course.
“On behalf of SurModics, I want to thank Bob for his outstanding leadership since 2008, when he joined our Board. He has played a significant role in positioning the company for future growth, and we wish him all the best,” said Gary Maharaj, president and CEO. “We also look forward to welcoming Scott to his new role of Board Chair in February. As we pursue our business strategy to grow SurModics’ core businesses and expand beyond the core, Scott’s extensive medical device and business experience will be invaluable.”
Commented Buhrmaster: “I am confident that this is the right time to pass the baton to a new Board Chair. I believe that Scott is the right person to guide SurModics to new levels of growth in its medical device and in vitro diagnostics businesses. I am proud of the Company’s accomplishments and excited to watch its future progress.”
Ward, 53, has been a Director of SurModics since 2010. He is a Managing Director at SightLine Partners and the Founder of Raymond Holdings. Ward has more than 30 years of experience in the healthcare industry, including 15 years as a senior operating business leader, most recently at Medtronic, Inc., where he served as Senior Vice President and President of its CardioVascular business. Previously, Ward was Medtronic’s Senior Vice President and President of the Neurological and Diabetes businesses; Vice President and General Manager of the Medtronic Drug Delivery Business; and Director of Medtronic NeuroVentures. Ward serves on the boards of Creganna-Tactx Medical, Inc. (as Chairman), Impedimed, Inc., and several other early stage private companies.
About SurModics, Inc.
SurModics’ mission is to exceed our
customers’ expectations and enhance the well-being of patients by
providing the world’s foremost, innovative surface modification
technologies and in vitro diagnostic chemical components. The Company
partners with the world’s leading and emerging medical device,
diagnostic and life science companies to develop and commercialize
innovative products designed to improve patient diagnosis and treatment.
Core offerings include surface modification coating technologies that
impart lubricity, prohealing, and biocompatibility capabilities; and
components for in vitro diagnostic test kits and microarrays. SurModics
is headquartered in Eden Prairie, Minnesota. For more information about
the Company, visit http://www.surmodics.com. The content of
SurModics’ website is not part of this press release or part of any
filings that the Company makes with the SEC.
Safe Harbor for Forward-Looking Statements
This press release
contains forward-looking statements. Statements that are not historical
or current facts, including statements about beliefs and expectations,
are forward-looking statements. Forward-looking statements involve
inherent risks and uncertainties, and important factors could cause
actual results to differ materially from those anticipated, including
those identified under "Risk Factors" in Part I, Item 1A of our Annual
Report on Form 10-K for the fiscal year ended September 30, 2012, and
updated in our subsequent reports filed with the SEC. These reports are
available in the Investors section of our website at www.surmodics.com
and at the SEC website at www.sec.gov. Forward-looking statements
speak only as of the date they are made, and we undertake no obligation
to update them in light of new information or future events.
CONTACT:
SurModics, Inc.
Andy LaFrence, 952-500-7000
Vice
President of Finance and Chief Financial Officer