- Current report filing (8-K)
28 Março 2012 - 1:05PM
Edgar (US Regulatory)
UNITED STATES
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 22, 2012
LUNA INNOVATIONS INCORPORATED
(Exact name of registrant as specified in its charter)
Delaware
(State or other jurisdiction of incorporation)
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000-52008
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54-1560050
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(Commission File No.)
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(IRS Employer Identification No.)
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1 Riverside Circle, Suite 400
Roanoke, Virginia 24016
(Address of principal executive offices and zip code)
Registrants
telephone number, including area code: 540-769-8400
(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:
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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.
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Entry into a Material Definitive Agreement.
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On March 22, 2012, Luna Innovations Incorporated (the
Company
) and Intuitive Surgical Operations, Inc. (
Intuitive
) entered into Amendment
No. 5 (the
Fifth Amendment
) to their Development and Supply Agreement dated June 11, 2007 (as amended to date, the
Development and Supply Agreement
). Under the Fifth Amendment, the
parties have agreed upon certain milestones to be achieved by the Company under the Development and Supply Agreement during 2012, as well as the amounts to be paid by Intuitive to the Company for development work to be performed in 2012 and the
payment mechanism for same.
The foregoing description of the Fifth Amendment is not complete and is qualified in its entirety
by reference to the Fifth Amendment, which will be filed as an exhibit to the Companys Form 10-Q for the quarter ending March 31, 2012.
Item 7.01.
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Regulation FD Disclosure.
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On March 28, 2012, the Company issued a press release announcing the execution of the Fifth Amendment with Intuitive. A copy of this
press release is furnished herewith as Exhibit 99.1 to this Current Report.
Item 9.01.
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Financial Statements and Exhibits.
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(d) Exhibits
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Exhibit
Number
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Exhibit Description
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99.1
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Press Release, dated March 28, 2012.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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Date: March 28, 2012
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L
UNA
I
NNOVATIONS
I
NCORPORATED
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By:
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/s/ Talfourd H. Kemper, Jr.
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Talfourd H. Kemper, Jr.
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Vice President and General Counsel
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EXHIBIT INDEX
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Exhibit
Number
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Exhibit Description
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99.1
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Press Release, dated March 28, 2012.
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