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): July 19, 2013
ST. JUDE MEDICAL, INC.
(Exact name of registrant as specified in its charter)
| Minnesota | 1-12441 | 41-1276891 |
(State or other jurisdiction
of incorporation) | (Commission
File Number) | (IRS Employer
Identification No.) |
| | | |
| One St. Jude Medical Drive, St. Paul, MN | 55117 |
| (Address of principal executive offices) | (Zip Code) |
Registrant’s telephone number, including area code: (651) 756-2000
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:
| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ☐ | 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 July 19, 2013, Mr. Stefan K. Widensohler was appointed to the Board of Directors (the “Board”) of St. Jude Medical, Inc. (the “Company”) in the class of directors whose term will expire at the Company’s annual shareholders meeting in 2014. He has also been appointed to the Audit Committee of the Board. Mr. Widensohler previously served on the Company’s Board from 2001 – 2010. Mr. Widensohler is currently the Proprietor, CEO and President of the Krauth Medical Group. The Board has determined that Mr. Widensohler is independent under the Company’s Principles of Corporate Governance and bylaws and the NYSE listing standards.
A copy of the press release announcing the appointment of Mr. Widensohler 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 Stefan K. Widensohler dated July 22, 2013. |
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. |
| | | |
| | | |
| | | |
| Date: July 22, 2013 | By: | /s/ Jason Zellers |
| | | Jason Zellers
Vice President, General Counsel
and Corporate Secretary |
EXHIBIT INDEX
| Exhibit No. | Description of Exhibit |
| | |
| 99.1 | Press release issued by St. Jude Medical, Inc. on July 22, 2013. |
