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): August 28, 2015
GLOBUS MEDICAL, INC.
(Exact name of registrant as specified in charter)
DELAWARE | 001-35621 | 04-3744954 | ||
(State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) | ||
2560 GENERAL ARMISTEAD AVENUE, AUDUBON, PA 19403
(Address of principal executive offices) (Zip Code)
(610) 930-1800
(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:
o | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
o | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
o | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
o | 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.
On August 28, 2015, the Board of Directors of Globus Medical, Inc. (the “Company”) appointed James R. Tobin to serve as a member of the Board of Directors. In connection with this appointment, the Board of Directors increased the number of directors comprising the Board of Directors from seven to eight directors. There are no arrangements or understandings between Mr. Tobin and any other person pursuant to which Mr. Tobin was appointed to serve on the Board of Directors. Mr. Tobin has no direct or indirect material interest in any transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K.
Pursuant to the Company’s standard compensation package for non-employee directors, Mr. Tobin will receive cash compensation in the amount of $52,500 per year for his services as a director. He will also be awarded an option to purchase up to 15,000 shares of the Company’s common stock at an exercise price of $24.75, which price equals the Company’s closing stock price on August 28, 2015. The option will vest over a three-year period, with one-twelfth (1/12th) of the shares vesting on December 31, 2015, and the balance of the shares vesting ratably on a quarterly basis over the following 11 quarters.
In accordance with the Company’s customary practice, the Company entered into an indemnification agreement with Mr. Tobin in substantially the form filed as an exhibit to the Company’s Registration Statement on Form S-1/A filed with the Securities and Exchange Commission on May 8, 2012.
Item 8.01 Other Events.
On August 31, 2015, the Company issued a press release announcing the appointment of Mr. Tobin to its Board of Directors. A copy of the press release is furnished as Exhibit 99.1 hereto.
Item 9.01. Financial Statements and Exhibits.
Exhibit No. | Description |
99.1 | Press Release of Globus Medical, Inc., dated August 31, 2015 |
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.
GLOBUS MEDICAL, INC. | ||
(Registrant) | ||
Dated: | August 31, 2015 | /s/ DANIEL T. SCAVILLA |
Daniel T. Scavilla | ||
Senior Vice President, | ||
Chief Financial Officer | ||
EXHIBIT LIST
Exhibit No. | Description |
99.1 | Press Release of Globus Medical, Inc., dated August 31, 2015 |
Exhibit 99.1
James R. Tobin, former CEO of Boston Scientific, Joins Globus Medical Board of Directors
Audubon, PA, August 31, 2015: Globus Medical, Inc. (NYSE:GMED), a leading musculoskeletal implant manufacturer, today announced that James R. Tobin has been appointed to the company’s Board of Directors.
Mr. Tobin served as President and Chief Executive Officer of Boston Scientific from March 1999 to July 2009 during which time the company’s revenues grew from more than $2 billion to over $8 billion. During his tenure, Boston Scientific achieved a number of significant milestones, including the successful commercial launch of numerous products, significant acquisitions and strategic alliances (including the transformative acquisition of Guidant Corporation), and the growth of Boston Scientific’s international business to more than 40% of the company’s annual revenues. Before joining Boston Scientific, Mr. Tobin served as President and CEO of Biogen Inc., where he was instrumental in making it one of the world’s most successful biotechnology companies. Prior to joining Biogen, Mr. Tobin was an executive with Baxter International. He became President and Chief Operating Officer of Baxter in 1992 and was responsible for all operations of the $9 billion company. Mr. Tobin holds an M.B.A. from Harvard Business School and an A.B. from Harvard College.
“We are excited to welcome Jim to our Board of Directors,” said David Paul, Globus Medical’s Chairman and Chief Executive Officer. “Jim has developed extensive expertise in the medical technology industry, both domestically and internationally, over his career. We will greatly benefit from his management and operational experience as we continue to implement our strategic plan of introducing innovative products, expanding our domestic and international sales forces, and making focused acquisitions.”
“I am honored to join Globus Medical’s Board of Directors,” said Mr. Tobin. “Globus is a proven innovator in the musculoskeletal industry and has built an incredibly strong organization with industry leading profitability by focusing on the needs of its surgeon customers and their patients. I look forward to working with the other directors and the management team and contributing to the future direction and growth of this dynamic company.”
About Globus Medical, Inc.
Globus Medical, Inc. is a leading musculoskeletal implant company based in Audubon, PA. The company was founded in 2003 by an experienced team of professionals with a shared vision to create products that enable surgeons to promote healing in patients with musculoskeletal disorders. Additional information can be accessed at www.globusmedical.com.
Contact:
Dan Scavilla
Phone: (610) 930-1800
Email: investors@globusmedical.com
www.globusmedical.com