Additional Proxy Soliciting Materials (definitive) (defa14a)
August 16 2016 - 5:01PM
Edgar (US Regulatory)
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 16, 2016
StemCells, Inc.
(Exact
name of registrant as specified in its charter)
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Delaware
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000-19871
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94-3078125
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(State or other jurisdiction
of incorporation)
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(Commission
File Number)
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(I.R.S. Employer
Identification No.)
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39899 Balentine Drive, Suite 200, Newark, California
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94560
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(Address of principal executive offices)
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(Zip Code)
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Registrants telephone number, including area code:
(650) 670-2282
Former name or former address, if changed since last report
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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x
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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¨
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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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¨
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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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On August 16, 2016, StemCells, Inc., a Delaware corporation, issued
a press release announcing its entry into an Agreement and Plan of Merger and Reorganization with Microbot Medical Ltd., a private medical device company organized under the laws of the State of Israel and C&RD Israel Ltd., an Israeli
corporation and wholly-owned subsidiary of the Company. A copy of the press release is filed as Exhibit 99.1 to this Current Report on Form 8-K.
Item 9.01
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Financial Statements and Exhibits.
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(d) Exhibits
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Exhibit No.
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Description
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99.1
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Press Release dated August 16, 2016
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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.
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August 16, 2016
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StemCells, Inc.
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/s/ Kenneth B. Stratton
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Name:
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Kenneth B. Stratton
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Title:
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President
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Exhibit Index
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Exhibit No.
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Description
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99.1
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Press Release dated August 16, 2016
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