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): December 20, 2007
INVERNESS MEDICAL INNOVATIONS, INC.
(Exact name of registrant as specified in charter)
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| Delaware
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1-16789
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04-3565120 |
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(State or Other
Jurisdiction
of Incorporation)
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(Commission File Number)
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(IRS Employer
Identification No.) |
51 Sawyer Road, Suite 200, Waltham, Massachusetts 02453
(Address of Principal Executive Offices) (Zip Code)
(781) 647-3900
(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. below):
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
TABLE OF CONTENTS
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of
Certain Officers; Compensatory Arrangements of Certain Officers
Item 8.01 Other Items
At a special meeting of the stockholders of Inverness Medical Innovations, Inc. (the “Company”)
held on December 20, 2007, the stockholders duly approved and adopted a proposal to amend the
Inverness Medical Innovations, Inc. 2001 Stock Option and Incentive Plan, or the Plan, to increase
the maximum number of shares of common stock issuable under the Plan by 3,000,000 shares from
8,074,081 shares to 11,074,081 shares. The Plan, as amended, also provides that different types of
awards count differently against the total number of shares available under the Plan. Full value
awards settled in stock, other than an award that is a stock option or other award that requires
the grantee to purchase shares for their fair market value at the time of grant, will be counted
against the overall share limitation as 3.0 shares. All other awards will continue to be counted
against the overall share limitation as 1.0 shares. The Company’s principal executive officer,
principal financial officer and its named executive officers, along with the Company’s other
employees, are eligible to participate in the Plan.
The preceding description of the amendment to the Plan is a summary and is qualified in its
entirely by reference to the copy of the Plan, which is attached as Appendix A to the Proxy
Statement, as filed with the Securities and Exchange Commission (the “SEC”) on November 20, 2007.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
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| Exhibit No. |
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Description |
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10.1
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Inverness Medical Innovations, Inc. 2001 Stock Option and
Incentive Plan (previously attached as Appendix A to the
Company’s Proxy Statement filed on Schedule 14A as filed with
the SEC on November 20, 2007) |