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
Date of Report (Date of earliest event reported): March 23, 2016
OraSure Technologies, Inc.
(Exact Name of Registrant as Specified in Charter)
| Delaware | 001-16537 | 36-4370966 | ||
| (State or Other Jurisdiction of Incorporation) |
(Commission File Number) |
(I.R.S. Employer Identification No.) | ||
| 220 East First Street Bethlehem, Pennsylvania |
18015-1360 | |||
| (Address of Principal Executive Offices) | (Zip Code) | |||
Registrant’s telephone number, including area code: 610-882-1820
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)) |
Item 5.02 – Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
New Director Appointment
On March 22, 2016, Eamonn P. Hobbs was appointed as a new member of the Board of Directors (the “Board”) of OraSure Technologies, Inc. (the “Company”). Mr. Hobbs will serve as a Class I Director with an initial term expiring at the Company’s 2016 Annual Meeting of Stockholders. Mr. Hobbs has also been appointed to serve on the Board’s Audit Committee and Compensation Committee.
Pursuant to the Company’s Non-Employee Director Compensation Policy (the “Policy”) and Stock Award Plan, Mr. Hobbs was granted an option to purchase 40,000 shares of the Company’s common stock with an exercise price equal to the mean between the high and low sales prices of the Company’s common stock on the date of his appointment. The foregoing option will vest on a monthly basis over the 24-month period following the grant date. Vesting will be accelerated in the event of a change in control involving the Company. Mr. Hobbs will also receive fees and additional equity compensation pursuant to the Policy.
A press release announcing Mr. Hobbs’ appointment to the Board is attached as Exhibit 99.1 to this Report and is incorporated by reference herein.
Item 9.01 – financial Statements and Exhibits.
(d) Exhibits
| Exhibit Number |
Description | |
| 99.1 | Press Release dated March 23, 2016 announcing the appointment of Eamonn P. Hobbs as a member of the Company’s Board of Directors | |
2
Signatures
Pursuant to the requirements of the Securities and Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, hereunto duly authorized.
| ORASURE TECHNOLOGIES, INC. | ||||||
| Date: March 23, 2016 | By: | /s/ Jack E. Jerrett | ||||
| Jack E. Jerrett | ||||||
| Senior Vice President, General Counsel and Secretary | ||||||
3
Index to Exhibits
| Exhibit Number |
Description | |
| 99.1 | Press Release dated March 23, 2016 announcing the appointment of Eamonn P. Hobbs as a member of the Company’s Board of Directors | |
4
Exhibit 99.1
Investor Contact:
Ronald H. Spair
Chief Financial Officer
(610) 882-1820
investorinfo@orasure.com
OraSure Technologies Appoints Eamonn P. Hobbs to its Board of Directors
BETHLEHEM, PA. – March 23, 2016 – OraSure Technologies, Inc. (NASDAQ: OSUR), today announced the appointment of Mr. Eamonn P. Hobbs as a member of the Company’s Board of Directors. Mr. Hobbs will serve as a Class I Director with an initial term expiring at the Company’s 2016 Annual Meeting of Stockholders. He will also serve on the Company’s Audit and Compensation Committees.
“We are delighted to welcome Eamonn Hobbs as a new member of our Board of Directors,” said Douglas G. Watson, Chairman of the Board of OraSure Technologies. “Eamonn’s executive leadership, board experience and extensive background in the medical device industry, make him an excellent addition to our Board.”
Mr. Hobbs has over 30 years of experience in the medical device industry including the specialty fields of interventional radiology, vascular surgery, interventional cardiology, surgical oncology, and gastroenterology. He most recently served as President and Chief Executive Officer at Antares Pharma, Inc. (NASDAQ: ATRS), a small cap pharmaceutical company based in Ewing, N.J. Previously, he served as President and Chief Executive Officer at Delcath Systems Inc., a specialty pharmaceutical and medical device company focused on oncology. Hobbs also served on the Board of Directors of both Antares Pharma and Delcath Systems.
Prior to Delcath, Mr. Hobbs co-founded AngioDynamics, Inc. in 1988 and served as the Company’s President and Chief Executive Officer until 2008. During his tenure there, he built the Company into a global market leader with more than $200 million in revenues and 700 employees.
Mr. Hobbs served as Chairman of the Board of Directors of the Medical Device Manufacturers Association from 2010 to 2013. He currently is Chairman of the Board of Marvao Medical, Inc., a medical technology company based in Galway, Ireland and serves on the Board of Directors of Harmonic Medical, Inc., a development stage medical device company based in Toronto, Canada.
In 2006, Mr. Hobbs was granted an honorary fellowship in the Society of Interventional Radiology, which was only the third honorary fellowship ever granted a non-physician in the Society’s 40-year history. He received his Bachelor of Science in Plastics Engineering from the University of Massachusetts, and in 2010, he was honored by the University with the “Francis Cabot Lowell Award for Outstanding Achievement in Business.”
About OraSure Technologies
OraSure Technologies is a leader in the development, manufacture and distribution of point of care diagnostic and collection devices and other technologies designed to detect or diagnose critical medical conditions. Its first-to-market, innovative products include rapid tests for the detection of antibodies to HIV and HCV on the OraQuick® platform, oral fluid sample collection, stabilization and preparation products for molecular diagnostic applications, and oral fluid laboratory tests for detecting various drugs of abuse. OraSure’s portfolio of products is sold globally to various clinical laboratories, hospitals, clinics, community-based organizations and other public health organizations, research and academic institutions, distributors, government agencies, physicians’ offices, commercial and industrial entities and consumers. The Company’s products enable healthcare providers to deliver critical information to patients, empowering them to make decisions to improve and protect their health.
For more information on OraSure Technologies, please visit www.orasure.com.
# # #