UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549-1004

 

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):  April 12, 2006

 

Ciphergen Biosystems, Inc.

(Exact name of Registrant as specified in its charter)

 

Delaware

 

000-31617

 

33-059-5156

(State or other jurisdiction of
incorporation or organization)

 

[Commission File Number]

 

(I.R.S. Employer
Identification Number)

 

 

 

 

 

6611 Dumbarton Circle
Fremont, CA 94555

(Address of principal executive offices)

 

 

 

 

 

(510) 505-2100

(Registrant’s telephone number, including area code)

 

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:

 

o            Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

o            Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

o            Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

o            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 Principal Officers; Election of Directors; Appointment of Principal Officers

 

On April 12, 2005, Kenneth J. Conway was appointed to the Ciphergen Biosystems, Inc. (the “Company”) Board of Directors (the “Board”) as a new ninth member of the Board. Mr. Conway will serve as a Class I director on the Board. It has not been determined which, if any, committees of the Board Mr. Conway will serve on.

 

The Company is issuing a press release regarding the appointment of Mr. Conway to the Board, a copy of which is furnished as Exhibit 99.1 to this Form 8-K. This information shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

 

Item 9.01. Financial Statements and Exhibits.

 

(d)                                  Exhibits.

 

Exhibit No.

 

Description

 

 

 

99.1

 

Press Release of Ciphergen Biosystems, Inc. dated as of April 18, 2006.

 

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SIGNATURE

 

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.

 

 

CIPHERGEN BIOSYSTEMS, INC.

 

(Registrant)

 

 

 

Date: April 18, 2006

By:

/S/ GAIL S. PAGE

 

 

Gail S. Page

 

President and Chief Executive Officer

 

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Exhibit Index

 

Exhibit 
Number

 

Exhibit Title

 

 

 

99.1

 

Press Release of Ciphergen Biosystems, Inc. dated as of April 18, 2006.

 

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