Form 8-K





Washington, DC 20549







Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): May 16, 2012




(Exact name of registrant as specified in its charter)




Nevada   001-34632   88-0313393

(State of other jurisdiction

of incorporation)



File Number)


(IRS Employer

Identification No.)

20382 Barents Sea Circle, Lake Forest, California 92630

(Address of Principal Executive Offices)

Registrant’s telephone number, including area code: (949) 470-2300

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 (see General Instruction A.2 below):


¨ 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.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.

On May 16, 2012, the Board of Directors of CryoPort, Inc. (the “Company”) appointed Mr. Stephen E. Wasserman as the Company’s principal executive officer. Mr. Wasserman is also a member of the Board of Directors and Chairman of the Board. The appointment of Mr. Wasserman as principal executive officer is intended to temporarily fill the void created by Mr. Stambaugh’s resignation as the Company’s Chief Executive Officer on April 5, 2012. As noted in the Company’s Current Report on Form 8-K filed on April 6, 2012, the Board of Directors has formed an Office of the Chief Executive comprised of independent directors who have jointly assumed day-to-day management responsibilities of the Company on an interim basis, while the board searches for a successor Chief Executive Officer.


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.



Date: May 22, 2012


/s/ Robert S. Stefanovich

      Robert S. Stefanovich
      Chief Financial Officer