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
| December 4, 2007 |
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| Date of report (Date of earliest event reported) |
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| BIOLIFE SOLUTIONS, INC. |
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| (Exact name of registrant as specified in charter) |
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Delaware |
| 0-18710 |
| 94-3076866 |
(State or other jurisdiction of incorporation) |
| (Commission File Number) |
| (IRS Employer Identification No.) |
| 3303 Monte Ville Parkway, Suite 310 Bothell, WA 98021 |
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| (Address of principal executive offices) |
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| (425) 402-1400 |
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| (Registrants Telephone Number, including Area Code) |
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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))
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ITEM 1.01.
ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT
On December 4, 2007, the Company entered into a Separation Agreement with Matt Snyder, the Companys Vice President-Sales, pursuant to which (a) Mr. Snyders Employment Agreement with the Company is cancelled, (b) Mr. Snyder agrees to remain in the employ of the Company, through December 31, 2007, in the same capacity as he is now employed, and (c) thereafter, through March 30, 2008, the Company will (i) make severance payments to Mr. Snyder at the rate of $140,000 per annum, on the same basis and in accordance with the same procedures (including the withholding of taxes) as is applicable to the Companys normal payroll procedures, and (ii) continue to pay for Mr. Snyders health insurance.
ITEM 1.02
TERMINATION OF A MATERIAL DEFINITIVE AGREEMENT
See Item 1.01 above regarding the cancellation of the Employment Agreement of Matt Snyder, the Companys Vice President-Sales, and the entry of the Company and Mr. Snyder into a Separation Agreement. The cancellation of the Employment Agreement and entry into the Separation Agreement was occasioned by Mr. Snyder informing the Company that he (a) believed there had been a change in his duties, responsibilities and status as in effect at the time of execution of the Employment Agreement, and (b) intended to leave the employ of the Company for Good Reason (which entails a severance payment of six (6) months salary), and the Companys belief that no such change had taken place and Mr. Snyder was not entitled to such severance payment.
ITEM 5.02
DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF CERTAIN OFFICERS, COMPENSATORY ARRANGEMENTS OF CERTAIN OFFICERS
See Item 1.02 above regarding the termination of employment of Matt Snyder, the Companys Vice President-Sales, effective December 31, 2007.
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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.
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| BIOLIFE SOLUTIONS, INC. | |
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Date: December 4, 2007 |
| By: | /s/Mike Rice |
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| Mike Rice |
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| President and Chief Executive Officer | |
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| (Principal Executive Officer) |
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