8-K 1 eight-k.txt EIGHT-K.TXT 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): March 29, 2002 Neose Technologies, Inc. (Exact name of issuer as specified in charter) DELAWARE 0-27718 13-3549286 ----------------------------- ------------- ----------------- (State or Other Jurisdiction (Commission (I.R.S. Employer of Incorporation or file Identification Organization) number) Number) 102 Witmer Road, Horsham, Pennsylvania 19044 (Address of principal executive offices) (215) 441-5890 (Registrant's telephone number, including area code) Item 5 - Other Events. Neose Technologies, Inc. announced the appointment of C. Boyd Clarke as president, chief executive officer, and director effective March 29, 2002. Neose founder, Stephen Roth, Ph.D., will remain as the company's non-executive chairman of the board, and will serve as scientific advisor to Mr. Clarke. Mr. Clarke served most recently as chairman and chief executive officer of Aviron, which was acquired by Medimmune, Inc. earlier this year. He was previously president and chief executive officer of U.S. Bioscience, Inc. Before joining U.S. Bioscience, Mr. Clarke spent eighteen years at Merck & Co. where he held a number of positions, including president of Pasteur-Merieux MSD, and Vice President of Merck Vaccines. Item 7 - Financial Statements, Pro Forma Financial Information and Exhibits. (c) Exhibits
Exhibit No. Description ----------- ------------ 10.1 Employment Agreement with C. Boyd Clark dated March 29, 2002 10.2 Non-Qualified Stock Option Agreement with C. Boyd Clark dated March 29, 2002 10.3 Separation and Consulting Agreement with Stephen A. Roth dated March 29, 2002
Signatures Pursuant to the requirements of the Securities and Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, hereunto duly authorized. NEOSE TECHNOLOGIES, INC. Date: April 4, 2002 By: /s/ C. Boyd Clark ----------------------- C. Boyd Clark President and Chief Executive Officer Index to Exhibits
Exhibit No. Description ---------- ------------ 10.1 Employment Agreement with C. Boyd Clark dated March 29, 2002 10.2 Non-Qualified Stock Option Agreement with C. Boyd Clark dated March 29, 2002 10.3 Separation and Consulting Agreement with Stephen A. Roth dated March 29, 2002