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: APRIL 29, 1997 OSTEX INTERNATIONAL, INC. NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER 0-25250 COMMISSION FILE NUMBER STATE OF WASHINGTON STATE OR OTHER JURISDICTION OF INCORPORATION OR ORGANIZATION 91-1450247 I.R.S. EMPLOYER IDENTIFICATION NUMBER 2203 AIRPORT WAY SOUTH, SUITE 400, SEATTLE, WASHINGTON 98134 206-292-8082 ADDRESS AND TELEPHONE NUMBER OF PRINCIPAL EXECUTIVE OFFICES [N/A] FORMER NAME, ADDRESS AND FISCAL YEAR, IF CHANGED SINCE LAST REPORT ITEM 5. OTHER EVENTS See the following press release, dated April 29, 1997, announcing the retirement of Ostex International's Chairman of the Board of Directors and Chief Executive Officer, H. Raymond Cairncross, and resignation of the President and Chief Operating Officer, Robert J. Glaser. - ------------------------------------------------------------------------------- FINANCIAL CONTACT: COMPANY CONTACT: Lillian Armstrong/Adam Aron Robert Littauer, CFO Lippert/Heilshorn & Associates Ostex International, Inc. (415) 433-3777 (206) 292-8082 e-mail: lillian@lhai.com e-mail: rlittauer@ostex.com OSTEX ANNOUNCES MANAGEMENT CHANGES SEATTLE, Washington -- April 29, 1997 -- Ostex International, Inc. (NASDAQ NM: OSTX) today announced the retirement of H. Raymond Cairncross, Chairman of the Board and Chief Executive Officer, and the resignation of Robert J. Glaser, Chief Operating Officer. Messrs. Cairncross and Glaser also resigned their seats on the Board of Directors. Raymond Cairncross co-founded Ostex in 1989. Commenting on his retirement Cairncross said, "I am stepping aside because I believe it is time for new management to take the great opportunities at Ostex forward. I deeply appreciate the opportunity to have been involved with the Ostex technology over the past nine years, and I recommend and wholeheartedly endorse new and aggressive leadership to assure the success of Osteomark(R) and its follow-on technology." Thomas J. Cable, an Ostex director since 1989, was elected Chairman. Bob Littauer and Jeff Miller, Ostex' Chief Financial Officer and Senior Vice President of Corporate Development, respectively, will serve in the newly-created Office of the President. The company has initiated a search to fill the CEO position. In addition, Fredric J. Feldman, Ph.D., an individual with many years of experience in the diagnostic industry, was elected to the Board. Addressing the restructuring, Cable stated, "The Board of Directors remains committed to maximizing Ostex' long-term opportunities. Our near-term focus will be on identifying an effective, experienced individual for the CEO position. We are also seeking additional candidates to strengthen our Board membership. We are confident in the existing management team, as well as the potential of the Company's core technology. Moving forward we will continue to build our Board with exceptionally competent directors like Fredric Feldman. We thank Mr. Cairncross and Mr. Glaser for their important contributions to Ostex and wish them well." Ostex International, Inc. is engaged in the discovery, development and commercialization of diagnostics and therapeutics for diseases of the skeleton and connective tissues. The company believes its lead product, Osteomark, incorporates breakthrough technology in the area of bone resorption measurement. Ostex has formed collaborative relationships with a number of leading diagnostic and pharmaceutical companies to aid in the commercialization of Osteomark. 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. OSTEX INTERNATIONAL, INC. DATE: May 15, 1997 By /S/ ROBERT M. LITTAUER -------------------------------- Robert M. Littauer Senior Vice President, Finance and Administration (principal financial and principal accounting officer)