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COO > SEC Filings for COO > Form 8-K on 25-Jan-2013All Recent SEC Filings

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Form 8-K for COOPER COMPANIES INC


25-Jan-2013

Change in Directors or Principal Officers, Financial Statements and Exhibits


ITEM 5.02. Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On January 25, 2013, the Board of Directors of The Cooper Companies, Inc. (the "Company") increased the size of the Board of Directors (the "Board") to nine members and appointed Mr. Gary S. Petersmeyer to serve as a member of the Board. The Board has affirmatively determined that Mr. Petersmeyer is independent of the Company and its management.

Mr. Petersmeyer currently serves as a consultant to companies in the pharmaceutical and medical device industries. Most recently he co-founded Aesthetic Sciences Corporation in 2004 and served as chief executive officer and chairman until December 2010. Prior to this he served as president and chief operating officer of Pherin Pharmaceuticals, Inc. from 2000 to 2001, and as president and chief operating officer of Collagen Corporation, Inc. from 1995 to 1998. From 1998 to 2000, he was CEO of Collagen Aesthetics, Inc. From 1976 to 2000, he served in various management positions for pharmaceutical and medical device companies.

There are no transactions between Mr. Petersmeyer (or any member of his immediate family) and the Company (or any of its subsidiaries) and there is no arrangement or understanding between Mr. Petersmeyer and any other person or entities pursuant to which Mr. Petersmeyer was appointed as a director of the Company.

At the date of his appointment, Mr. Petersmeyer will (i) receive a grant of stock options and a grant of restricted shares pursuant to the terms of the Company's Second Amended & Restated 2006 Long-Term Incentive Plan for Non-Employee Directors and (b) be eligible for cash compensation in the form of an annual stipend for his service and payment for attendance at meetings of the Board, all as more fully described in the Company's proxy statement filed with the Securities and Exchange Commission on February 6, 2012.



Item 9.01. Financial Statements and Exhibits.

(d) Exhibits:

Exhibit
  No.        Description

99.1         Press Release dated January 25, 2013 regarding Appointment of Gary S.
             Petersmeyer


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