kl07021.htm
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): July 3,
2008
ASCENDIA
BRANDS, INC.
(Exact
Name of Registrant as Specified in its Charter)
033-25900
(Commission
File Number)
Delaware
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75-2228820
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(State
or other Jurisdiction of Incorporation)
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(I.R.S.
Employer Identification No.)
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100
American Metro Boulevard, Suite 108, Hamilton, New Jersey 08619
(Address
of Principal Executive Offices)
609-219-0930
(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:
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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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[ ]
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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 and Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain
Officers.
On July
3, 2008, Robert L. Caulk resigned as a director of the Registrant. Mr. Caulk was
an independent director and served as Chairman of the Registrant’s Compensation
Committee. He also served as a member of the Registrant’s Audit
Committee and Nominating and Corporate Governance Committee. To the best of the
Registrant’s knowledge, there is no disagreement between Mr. Caulk and the
Registrant on any matter relating to the Registrant’s operations, policies or
practices.
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, as amended, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
Date:
July 8, 2008
ASCENDIA BRANDS,
INC.
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By:
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/s/ Steven R.
Scheyer
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Steven
R. Scheyer
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Chief
Executive Officer
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