8-K 1 cb5725.txt FORM 8-K ================================================================================ UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549-1004 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): MAY 4, 2006 CIPHERGEN BIOSYSTEMS, INC. (Exact name of Registrant as specified in its charter) Delaware 000-31617 33-059-5156 (State or other jurisdiction of [Commission (I.R.S. Employer incorporation or organization) File Number] Identification Number) 6611 Dumbarton Circle Fremont, CA 94555 (Address of principal executive offices) (510) 505-2100 (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 materials 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 2.02 RESULTS OF OPERATIONS AND FINANCIAL CONDITION On May 4, 2006, Ciphergen Biosystems, Inc. issued a press release announcing financial results for its fiscal first quarter ended March 31, 2006. The press release is attached as Exhibit 99.1 to this Form 8-K. The information in this Current Report on Form 8-K is being furnished and shall not be deemed "filed" for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section. ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS (d) Exhibits. EXHIBIT NO. DESCRIPTION ----------- ----------------------------------------------------------------- 99.1 Press Release issued by Ciphergen Biosystems, Inc. on May 4, 2006 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. CIPHERGEN BIOSYSTEMS, INC. (Registrant) Date: May 4, 2006 By: /S/ GAIL S. PAGE ------------------------------------- Gail S. Page President and Chief Executive Officer EXHIBIT INDEX EXHIBIT NUMBER DESCRIPTION ------- --------------------------------------------------------------------- 99.1 Press Release issued by Ciphergen Biosystems, Inc. on May 4, 2006