================================================================================ 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 JUNE 15, 2004 DIOMED HOLDINGS, INC. DELAWARE 000-32045 84-140636 (State or other jurisdiction of (Commission File Number) (IRS Employer incorporation) Identification No.) 1 DUNDEE PARK ANDOVER, MA 01810 (Address of Principal Executive Offices) (Zip Code) Registrant's telephone number, including area code: (978-475-7771) Item 5. Other Material Important Events and Regulation FD Disclosure On June 15, 2004, the Registrant held its 2004 Annual Meeting of Stockholders, at which the stockholders voted to approve, among other things, a 1-for-25 reverse stock split of the Registrant's common stock, par value $0.001 per share, and a concurrent reduction in the authorized shares of common stock from 500,000,000 to 50,000,000. There will be no reduction in par value as a result of the reverse split. The Board of Directors plans to meet on June 16, 2004 to determine the timing for the implementation of the reverse split. 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 HEREUNTO DULY AUTHORIZED. DIOMED HOLDINGS, INC. (Registrant) Date: June 15, 2004 By: /s/ David B. Swank ------------------------ Name: David B. Swank Title: Chief Financial Officer