UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
August 18, 2017
Date of Report (date of earliest event reported)
Cutera, Inc.
(Exact name of Registrant as specified in its charter)
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Delaware |
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000-50644 |
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77-0492262 |
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(State or other jurisdiction of incorporation or organization) |
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(Commission File Number) |
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(I.R.S. Employer Identification Number) |
3240 Bayshore Blvd.
Brisbane, California 94005
(Address of principal executive offices)
(415) 657-5500
(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 (see General Instruction A.2. below):
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Indicate by check mark whether the registrant is an emerging growth company as defined in as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
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Item 5.02. |
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
On August 16, 2017, Mr. Jerry P. Widman notified the board of directors (“Board”) of Cutera, Inc. (the "Company") that he intended to resign from the Board effective immediately.
The Nominating & Governance committee of the Board is actively searching for qualified director candidates to serve on the Company's Board.
Additional information about the Board changes described above is included in the Company’s press release issued on August 18, 2017, which is attached as Exhibit 99.1 to this Current Report on Form 8-K.
Item 9.01 Exhibits.
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Exhibit No. |
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Description |
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99.1 |
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Press Release dated August 18, 2017 announcing the retirement of Jerry P. Widman from the Cutera, Inc. Board of Directors with immediate effect. |
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.
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CUTERA, INC. |
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Date: August 18, 2017 |
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/s/ James A. Reinstein |
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James A. Reinstein |
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President and Chief Executive Officer |
Exhibit 99.1
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FOR IMMEDIATE RELEASE
CONTACTS:
Cutera, Inc.
Sandra A. Gardiner
Chief Financial Officer (Consulting)
415-657-5500
Investor Relations
John Mills
ICR, Inc.
646-277-1254
john.mills@icrinc.com
Cutera Announces Retirement of Jerry P. Widman as Member of the Board of Directors
BRISBANE, California, August 18, 2017 ─ Cutera, Inc. (Nasdaq: CUTR) (“Cutera” or the “Company”), a leading provider of laser and energy-based aesthetic systems for practitioners worldwide, announced that Jerry P. Widman notified the Board of Directors of the Company that he intended to retire from the Board effective immediately. Mr. Widman cited age, service longevity and personal reasons for his decision.
Commented Mr. Widman, “The time has come for me to step aside and resign my Board seat at Cutera. I am fortunate to have served since 2004, and have enjoyed every minute of it. In my over 40 years of board experience, after having been a CFO for Ascension Health, Cutera is by far the most enjoyable and effective Board on which I have served. There’s never a perfect time to step aside, but at 75 years old, having served on the Board since 2004, and having several personal, family matters that require my full-time attention, this is the right move for me. The Company is well positioned to go forward and I completely support the efforts of both management and the Board without qualification.”
Mr. Widman served as the Board’s Audit Committee Chairman, as well as a member of the Compensation Committee. The Nominating & Governance committee is evaluating director candidates to replace Mr. Widman, as well as reviewing the Board’s various committees and their composition in light of Mr. Widman’s announcement.
“On behalf of all of my colleagues, I thank Jerry for his many years of valuable service to Cutera,” commented J. Daniel Plants, Cutera’s Chairman. “His financial acumen and expertise played a large part in Cutera’s success – both past and present. Moreover, Jerry’s commitment, professionalism and class have served as a great example of what shareholders should expect from their directors. Jerry will be missed, and we wish him the very best in his retirement from Cutera’s Board.”
About Cutera, Inc.
Brisbane, California-based Cutera is a leading provider of laser and other energy-based aesthetic systems for practitioners worldwide. Since 1998, Cutera has been developing innovative, easy-to-use products that enable physicians and other qualified practitioners to offer safe and effective aesthetic treatments to their patients. For more information, call 1-888-4CUTERA or visit www.cutera.com.