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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): June 18, 2007
CARDIOGENESIS CORPORATION
(Exact name of registrant as specified in its charter)
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| California
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000-28288
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77-0223740 |
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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.) |
11 Musick
Irvine, CA 92618
(Address of principal executive offices, including zip code)
Registrant’s telephone number, including area code: (949) 420-1800
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:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under
the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under
the Exchange Act (17 CFR 240.13e-4(c))
TABLE OF CONTENTS
Item 8.01 Other Events
On June 18, 2007, Cardiogenesis Corporation (the “Company”) held its annual meeting of
shareholders. At the meeting, the shareholders elected to the Board of Directors the following
five persons, each of whom was a director of the Company prior to the annual meeting:
Gary S. Allen
Paul J. McCormick
Marvin J. Slepian
Gregory D. Waller
Robert L. Mortensen
In addition, the shareholders ratified the selection of KMJ Corbin & Company LLP as the Company’s
independent auditors for fiscal 2007.
Following the annual meeting of shareholders, the Company’s Board of Directors held its annual
meeting and elected Paul J. McCormick as Chairman of the Board. In addition, the Board approved
the formation of the following committees of the Board of Directors:
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Nominating and Corporate |
| Audit Committee |
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Compensation Committee |
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Governance Committee |
Paul J. McCormick
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Paul J. McCormick
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Robert L. Mortensen |
Gregory D. Waller
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Gregory D. Waller
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Marvin J. Slepian |
Robert L. Mortensen
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Gary S. Allen
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Gregory D. Waller |
The Board also approved written charters for each of the foregoing committees. Copies of the
charters for each of the committees will be posted on the Company’s website at
www.cardiogenesis.com.
On June
20, 2007, the Company issued a press release announcing the results
of the annual meeting and the appointment of Mr. McCormick as
Chairman of the Board. A copy of the press release is attached to
this report as Exhibit 99.01. The information in this Form 8-K and
Exhibits attached hereto are being furnished and shall not be deemed
“filed” for purposes of Section 18 of the Securities and Exchange Act
of 1934, nor shall it be deemed incorporated by reference in any
filing under the Securities Act of 1933, except as shall be expressly set forth by specific reference in such filing.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits
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Exhibit Title or Description |
99.01
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Press release of Cardiogenesis Corporation dated June 20, 2007 |
SIGNATURE
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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CARDIOGENESIS CORPORATION
(Registrant)
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| Date: June 20, 2007 |
By: |
/s/ William Abbott
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William Abbott, Chief Financial Officer and Secretary |
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Exhibit Index
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| Exhibit Number |
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Exhibit Title or Description |
99.01
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Press release of Cardiogenesis Corporation dated June 20, 2007 |