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): November
6, 2007
CYTOGEN
CORPORATION
________________________________________
(Exact
Name of Registrant as Specified in Charter)
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(State
or Other Jurisdiction of Incorporation)
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(Commission
File Number)
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(I.R.S.
Employer Identification No.)
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650
College Road East, CN 5308, Suite 3100, Princeton,
NJ
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(Address
of Principal Executive Offices)
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(Zip
Code)
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Registrant’s
telephone number, including area code: (609) 750-8200
(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):
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¨
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Written
communications pursuant to Rule 425 under the Securities Act (17
CFR
230.425)
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¨
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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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¨
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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
5.02 Departure
of Directors or Certain Officers; Election of Directors;
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Appointment
of Principal Officers; Compensatory Arrangements of Certain
Officers.
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On
November 12,
2007, Cytogen Corporation (the “Company”) announced that
the Board of Directors (the “Board”) of the Company accepted the resignation of
Michael D. Becker, President, Chief Executive Officer and director of the
Company, from his executive officer and director positions with the Company,
effective November 9, 2007. Mr. Becker has resigned to pursue another
executive position, but will remain an employee of the Company through
November
21, 2007. There is no
disagreement between Mr. Becker and the Company on any matter relating
to the
Company’s operations, policies or practices. The Company also
announced the resignation of William J. Thomas, Senior Vice President and
General Counsel, from his executive officer positions, effective November
16,
2007. Mr. Thomas has resigned to pursue another general counsel
position and there is no disagreement between Mr. Thomas and the Company
on any
matter relating to the Company’s operations, policies or
practices. The two resignations are unrelated. Messrs.
Becker and Thomas are not receiving any severance payments.
A
copy of the Company’s press release
announcing such resignations is attached hereto as Exhibit 99.1.
On
November 11, 2007, the Board appointed Kevin G. Lokay, a current member
of the
Company’s Board, to replace Mr. Becker and immediately assume the position of
President and Chief Executive Officer. Mr. Lokay has served on the
Company’s Board since January 2001 and will remain a member of the
Board. The Company’s Board of Directors will be comprised of its
eight current members. The Board and the Compensation Committee of
the Board are currently working with Mr. Lokay to finalize an offer letter
containing Mr. Lokay’s compensation package. The Company will file such
agreement as an exhibit to a Current Report on Form 8-K or the Company’s next
periodic report when the terms become final.
Item
9.01 Financial
Statements and Exhibits.
(c) Exhibits.
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99.1
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Press
Release of Cytogen Corporation dated November 12,
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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CYTOGEN
CORPORATION
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By:
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Kevin
J. Bratton
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Senior
Vice President, Finance and Chief Financial
Officer
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Dated: November
13, 2007
EXHIBIT
INDEX
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99.1
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Press
Release of Cytogen Corporation dated November 12,
2007
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