Monogram Biosciences, Inc. - Current report filing (8-K)
August 26 2008 - 4:25PM
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 Earliest Event Reported: August 20, 2008
MONOGRAM BIOSCIENCES, INC.
(Exact Name of Registrant as Specified in Charter)
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Delaware
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000-30369
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94-3234479
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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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345 Oyster Point Blvd., South San Francisco, California, 94080
(Address of Principal Executive Offices, including zip code)
(650) 635-1100
(Registrants Telephone Number, including area code)
(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 (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))
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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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(d)
Effective August 20, 2008, the Board of Directors (the Board) of Monogram Biosciences, Inc. (the Company) appointed Christine A.
White, M.D., to serve as a member of the Board. Dr. White joins the class of directors to be nominated for election at the 2009 annual stockholders meeting. The Company is not aware of any transaction with Dr. White requiring
disclosure under Item 404(a) of Regulation S-K. At this time the Board has not determined the committee(s) of the Board to which Dr. White may be named.
In accordance with the Companys policy regarding compensation of non-employee directors, Dr. White will receive an option to purchase 25,000 shares of the Companys common stock in connection with her
appointment to the Board. In accordance with Company policy, Dr. White also is expected to receive annual option grants for 20,000 shares of the Companys common stock. Each of the Companys non-employee directors receive an annual
retainer of $20,000, paid in equal quarterly installments. In addition, each non-employee director receives a fee of $2,000 for each Board meeting attended in person ($3,000 for directors resident outside of the U.S.), a fee of $500 for each Board
meeting attended by phone and a fee of $500 for each committee meeting attended by committee members. The members of the Companys Board are also eligible for reimbursement for their expenses incurred in attending Board meetings.
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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Monogram Biosciences, Inc.
(Registrant)
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Date: August 26, 2008
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By:
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/s/ Kathy L. Hibbs
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Kathy L. Hibbs
Senior Vice President, General Counsel
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