EDWARDS LIFESCIENCES CORP

Transcription

1 EDWARDS LIFESCIENCES CORP FORM 8-K (Current report filing) Filed 11/14/14 for the Period Ending 11/13/14 Address ONE EDWARDS WAY IRVINE, CA Telephone CIK Symbol EW SIC Code Orthopedic, Prosthetic, and Surgical Appliances and Supplies Industry Medical Equipment & Supplies Sector Healthcare Fiscal Year 12/31 Copyright 2016, EDGAR Online, Inc. All Rights Reserved. Distribution and use of this document restricted under EDGAR Online, Inc. Terms of Use.

2 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C 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): November 13, 2014 EDWARDS LIFESCIENCES CORPORATION (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction (Commission file number) (IRS Employer Identification No.) of incorporation) One Edwards Way, Irvine, California (Address of principal executive offices) (Zip Code) (949) (Registrant s telephone number, including area code) N/A (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: Written communications pursuant to Rule 425 under the Securities Act (17 CFR ) Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR a-12) Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR d-2(b)) Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR e-4(c))

3 Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. Edwards Lifesciences Corporation, a Delaware corporation (the Company ), announced that on November 13, 2014, Nicholas J. Valeriani was appointed to the Company s Board of Directors, effective immediately. Since 2012, Mr. Valeriani, age 58, has been the Chief Executive Officer of the Gary and Mary West Health Institute, an independent, nonprofit medical research organization that works to create new, more effeictive ways of delivering care at lower costs. Prior to joining West Health, he spent 34 years at Johnson & Johnson and served as a member of its executive committee. Mr. Valeriani will serve on the Compensation and Governance Committee of the Board. Mr. Valeriani will receive the same compensation as the Company s other nonemployee directors as described in the Company s 2014 Proxy Statement under Director Compensation. There is no arrangement or understanding between Mr. Valeriani and any other persons pursuant to which he was selected as a director. Mr. Valeriani has no direct or indirect material interest in any transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K. Mr. Valeriani and the Company will enter into the standard Indemnification Agreement, whereby the Company agrees to indemnify, defend, and hold its directors harmless from and against losses and expenses incurred as a result of their board service, subject to the terms and conditions provided in the agreement. Item 9.01 Financial Statements and Exhibits. (d) Exhibits 99.1 Press Release dated November 14,

4 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, thereunto duly authorized. Date: November 14, 2014 EDWARDS LIFESCIENCES CORPORATION By: /s/ Denise E. Botticelli Denise E. Botticelli Vice President, Associate General Counsel, and Secretary 3

5 EXHIBIT INDEX Exhibit Number Description 99.1 Press Release dated November 14,

6 Edwards Lifesciences Corporation One Edwards Way Irvine, CA USA Phone: Fax: Exhibit 99.1 FOR IMMEDIATE RELEASE Media Contact: Sarah Huoh, Investor Contact: David K. Erickson, NICHOLAS VALERIANI APPOINTED TO EDWARDS LIFESCIENCES BOARD OF DIRECTORS IRVINE, Calif., Nov. 14, 2014 Edwards Lifesciences Corporation (NYSE: EW), the global leader in the science of heart valves and hemodynamic monitoring, today announced that Nicholas J. Valeriani has been appointed to its board of directors and will also serve as a member of its Compensation and Governance Committee. Since 2012, Valeriani, 58, has been the Chief Executive Officer of the Gary and Mary West Health Institute, an independent, nonprofit medical research organization that works to create new, more effective ways of delivering care at lower costs. Prior to joining West Health, Valeriani spent 34 years at Johnson & Johnson and served as a member of its executive committee. We are pleased to add Nick s talents and deep experience to a strong board that is guiding Edwards focused innovation strategy, as we develop and deliver important therapies to patients in need, said Michael A. Mussallem, Edwards chairman and CEO. I m confident that his long career dedicated to improving patients lives provides him with a very informed and contemporary view on both the development of groundbreaking devices and also how best to provide them to patients and physicians in an increasingly complex global healthcare system. Currently, Valeriani serves on the boards of directors of Robert Wood Johnson University Hospital, the Reagan-Udall Foundation, Reflexion Health, Inc., and the Center for Medical Interoperability. Valeriani has a master s degree in business administration from Rutgers University, Graduate School of Management, and a bachelor s degree in industrial engineering from Rutgers University, College of Engineering. About Edwards Lifesciences Edwards Lifesciences is the global leader in the science of heart valves and hemodynamic monitoring. Driven by a passion to help patients, the company partners with clinicians to develop innovative technologies in the areas of structural heart disease and critical care monitoring, enabling them to save and enhance lives. Additional company information can be found at edwards.com. Edwards, Edwards Lifesciences and the stylized E logo are trademarks of Edwards Lifesciences Corporation. # # #