Current Report Filing (8-k)
April 13 2017 - 6:05AM
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): April 12, 2017
Foundation Medicine, Inc.
(Exact name of registrant as specified in its charter)
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Delaware
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001-36086
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27-1316416
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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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150 Second Street
Cambridge, MA
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02141
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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
(617)
418-2200
Not Applicable
(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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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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☐
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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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Indicate by check mark whether
the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934.
Emerging growth company ☒
If an emerging
growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange
Act. ☒
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain
Officers; Compensatory Arrangements of Certain Officers.
On April 11, 2017, Dr. David Schenkein, M.D. informed the Board of
Directors (the Board) of Foundation Medicine, Inc. (the Company) of his intention not to stand for
re-election
to the Board at the Companys 2017 Annual Meeting of
Stockholders (the Annual Meeting), and to retire from the Board effective as of the date of the Annual Meeting. Dr. Schenkein currently serves as a member of the Audit Committee of the Board. Dr. Schenkeins decision not
to stand for
re-election
to the Board was not a result of any disagreement with the Company or the Board.
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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Date: April 12, 2017
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FOUNDATION MEDICINE, INC.
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By:
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/s/ Robert W. Hesslein
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Name:
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Robert W. Hesslein
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Title:
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Senior Vice President and General Counsel
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