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IART > SEC Filings for IART > Form 8-K on 27-Aug-2013All Recent SEC Filings

Show all filings for INTEGRA LIFESCIENCES HOLDINGS CORP | Request a Trial to NEW EDGAR Online Pro

Form 8-K for INTEGRA LIFESCIENCES HOLDINGS CORP


27-Aug-2013

Change in Directors or Principal Officers, Financial Statement


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

(b)

RESIGNATION OF DIRECTOR

On August 27, 2013, Neal Moszkowski notified the Board of Directors (the "Board") of Integra LifeSciences Holdings Corporation (the "Company") that he was resigning as a member of the Company's Board, effective immediately. A copy of Mr. Moszkowski's letter to the Board is attached as Exhibit 17.1 to this Current Report on Form 8-K and is incorporated by reference herein.

(d)

APPOINTMENT OF NEW DIRECTOR

On August 27, 2013, the Board of the Company appointed Donald E. Morel, Jr., Ph.D., age 56, as a director of the Company as well as a member of the Company's Compensation Committee, effective August 27, 2013. The press release issued by the Company announcing his appointment is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated by reference herein.

Dr. Morel is the Chief Executive Officer and Chairman of the Board of Directors of West Pharmaceutical Services, Inc., a manufacturer of components and systems for the packaging and delivery of injectable drugs as well as delivery system components for the pharmaceutical, healthcare and consumer products industries. He has served as the Chief Executive Officer of West Pharmaceutical Services, Inc. since April 2002, Chairman of the Board of Directors of West Pharmaceutical Services, Inc. since March 2003 and a director of West Pharmaceutical Services, Inc. since March 2002. In addition, Dr. Morel served as President of West Pharmaceutical Services, Inc. from April 2002 to June 2005. He served as a director of Kensey Nash Corporation, a medical device product development and manufacturing company, from March 2010 to June 2012 as well as a member of its audit and compensation committees. He serves as Chairman of the Board of Directors of the American Oncologic Hospital of the Fox Chase Cancer Center and as a member of the board of trustees of The Franklin Institute and of Lafayette College. Dr. Morel received a B.S. in Engineering from Lafayette College and an M.S. and Ph.D. in Materials Science from Cornell University.

The Compensation Committee of the Board approved the following non-employee director compensation for Dr. Morel's service as a director for the period from August 27, 2013 through the date of the Company's 2014 Annual Meeting of Stockholders:

The payment of a cash retainer of $56,250 (representing 3/4 of the current annual retainer for directors), payable in the amount of $18,750 each quarter in arrears; and

The grant of 2,274 restricted shares of the Company's common stock on August 27, 2013, with a value of $93,750 (representing of the value of the current annual equity award for directors) on the date of grant, which vest on a quarterly basis over a twelve month period from the grant date.



Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

17.1 Letter, dated August 27, 2013 from Neal Moszkowski to the Board
99.1 Press release issued August 27, 2013


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