form8k.htm
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): May 13, 2009 (May 7,
2009)
CHEMBIO
DIAGNOSTICS, INC.
(Exact
name of registrant as specified in its charter)
Nevada
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0-30379
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88-0425691
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(State
or other jurisdiction
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(Commission
File Number)
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(IRS
Employer
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of
Incorporation)
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Identification
Number)
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3661
Horseblock Road
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Medford,
NY 11763
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(Address
of principal executive offices)
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631-924-1135
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(Registrant’s
Telephone Number)
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N/A
(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:
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
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Departure
of Directors or Certain Officers; Election of Directors; Appointment of
Certain Officers; Compensatory Arrangements of Certain
Officers.
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(e)
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Effective
May 11, 2009, the Company’s Board of Directors approved the Company’s
extension of the June 15, 2006 employment agreement (the “Employment
Agreement”) with Lawrence A. Siebert, the Company’s President and
Chief Executive Officer. The Employment Agreement, which had
been extended for an additional one-year term from May 11, 2008, provides
that Mr. Siebert will serve as the Chief Executive Officer and President
of the Company for an additional three-year
term.
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Other
than the dates and salary amounts, the terms of the extended Employment
Agreement are substantially similar to the June 15, 2006 Employment
Agreement. Under the terms of the extended Employment Agreement (i)
Mr. Siebert will continue as the Company’s Chief Executive Officer and President
for an additional term of three years from May 11, 2009; (ii) Mr. Siebert will
earn a salary of $265,000, which will be reduced temporarily to $225,250 in
connection with Mr. Siebert’s agreement to a 15 percent salary reduction until
the later to occur of July 1, 2009, or the date upon which other employees’
salaries are restored to the levels that existed prior to January 14, 2009 when
the Company implemented payroll reductions; (iii) Mr. Siebert will continue to
be eligible for a bonus of up to 50% of his salary, consisting of (a) a bonus of
up to 25% of his salary that is at the complete discretion and determination of
the Board, and (b) a bonus of up to an additional 25% of his salary that will be
determined based upon revenue and earnings performance criteria established by
the Board.
ITEM
7.01. REGULATION
FD DISCLOSURE.
The
information in this Item 7.01 of this Form 8-K is being furnished and shall not
be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act
of 1934, or otherwise subject to the liabilities of that section. The
information in this Item 7.01 of this Form 8-K also shall not be deemed to be
incorporated by reference into any filing under the Securities Act of 1933, as
amended, or the Securities Exchange Act of 1934, except to the extent that the
Company specifically incorporates it by reference.
ITEM
9.01. FINANCIAL
STATEMENTS AND EXHIBITS
Exhibits.
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.
Date: May
13,
2009 Chembio
Diagnostics, Inc.
By: /s/ Lawrence A.
Siebert
Lawrence A.
Siebert
Chief Executive Officer
EXHIBIT
INDEX
Exhibit
Number
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Description
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99.1
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Press
Release entitled “IDRI and Chembio Collaborate to Develop a Low-cost Test
for Visceral Leishmaniasis” dated May 11,
2009.
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