Current Report Filing (8-k)
June 24 2016 - 6:06AM
Edgar (US Regulatory)
United
States Securities And Exchange Commission
Washington, DC 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): June 21, 2016
ISORAY,
INC.
(Exact name of registrant as specified in its charter)
Minnesota
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001-33407
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41-145815
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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.)
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350 Hills Street, Suite 106, Richland,
Washington 99354
(Address of principal
executive offices) (Zip Code)
(509) 375-1202
(Registrant's telephone number)
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:
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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))
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Item 5.02
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Departure of Directors or Certain Officers; Election
of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
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On June 21, 2016, IsoRay,
Inc. (the “Company”) granted Thomas C. LaVoy, Chief Executive Officer and Chairman, an option, pursuant to the Company’s
2014 Employee Stock Option Plan (the “Plan”), to purchase 100,000 shares of the Company’s common stock at an
exercise price of $0.93 per share, which was equal to the closing price of the Company’s common stock on June 21, 2016. The
Company also increased the base salaries of Brien Ragle, Chief Financial Officer, from $142,000 to $149,000, and William Cavanagh
III, Chief Operating Officer, from $180,116 to $201,700. Mr. Ragle was granted options to purchase 38,000 shares of common stock
and Mr. Cavanagh was granted options to purchase 125,000 shares of common stock, each at an exercise price of $0.93 per share pursuant
to the Plan.
These increases were
the result of the Compensation Committee’s annual compensation review for executive officers and based on an independent
compensation consultant’s report. These increases in annual base salary become effective on July 1, 2016. Vesting for all
of these employee stock option grants will occur annually in equal increments over a five year period. All other terms and conditions
of the Company’s compensatory arrangements with these executive officers remain unchanged.
To provide for the
new vesting terms, the Compensation Committee has approved a form of Stock Option Agreement for the Principal Executive Officer
and a form of Stock Option Agreement for the non-PEO Executive Officers. These Option Agreements are attached hereto as Exhibits
10.1 and 10.2 respectively, and are incorporated herein by reference.
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Item 9.01
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Financial Statements and Exhibits.
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Exhibit
No.
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Description
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10.1
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IsoRay, Inc. Form of Stock Option Agreement and Notice of Grant of Stock Option for Principal Executive Officer under the 2014 Employee Stock Option Plan (effective June 21, 2016).
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10.2
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IsoRay, Inc. Form of Stock Option
Agreement and Notice of Grant of Stock Option for Non-PEO Executive Officers under the 2014 Employee Stock Option Plan (effective
June 21, 2016).
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SIGNATURES
In accordance with
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.
Dated: June 23, 2016
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IsoRay, Inc., a Minnesota corporation
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By:
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/s/ Thomas C. LaVoy
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Thomas C. LaVoy, CEO
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