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): December 6, 2007
ST. JUDE MEDICAL, INC.
(Exact name of registrant as specified in its charter)
Minnesota | 0-8672 | 41-1276891 |
(State or other jurisdiction
of incorporation) | (Commission
File Number) | (IRS Employer
Identification No.) |
One Lillehei Plaza, St. Paul, MN | 55117 |
(Address of principal executive offices) | (Zip Code) |
Registrant’s telephone number, including area code: (651) 483-2000
Not applicable
(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:
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)) |
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
(d) Effective December 6, 2007, Ms. Barbara B. Hill was appointed to the Board of Directors of St. Jude Medical, Inc. (the “Company”). Ms. Hill is in the class of directors whose term will expire at the Company’s annual shareholder meeting in 2010. She has not yet been appointed to any Board committee. Ms. Hill is President, Chief Executive Officer and a director of ValueOptions, Inc., a privately owned managed behavioral health company. The Board has determined that Ms. Hill is independent under the Company’s Principles of Corporate Governance and bylaws and the NYSE listing standards.
As a non-employee director of the Company, Ms. Hill will receive the compensation described on pages 7-8 of the Company’s proxy statement filed on April 2, 2007, the description of which is incorporated herein by reference. There are no other arrangements or understandings between Ms. Hill and any other persons pursuant to which Ms. Hill was selected as a director.
A copy of the press release announcing the appointment of Ms. Hill is filed as Exhibit 99.1 to this report and is incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
| 99.1 | Press release regarding appointment of Barbara B. Hill dated December 10, 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.
| | ST. JUDE MEDICAL, INC. |
| | |
| | |
Dated: December 10, 2007 | | By: |
/s/ Pamela S. Krop
|
| | Pamela S. Krop
Vice President, General Counsel
and Secretary |
EXHIBIT INDEX
Exhibit No. | | | Description of Exhibit | |
| | |
99.1 | | Press release regarding appointment of Barbara B. Hill dated December 10, 2007. |
