UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
DC 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): June 9, 2009
NEOSTEM,
INC.
(Exact
name of registrant as specified in its charter)
|
Delaware
|
0-10909
|
22-2343568
|
||||
|
(State
or Other
|
(Commission
|
(IRS
Employer
|
||||
|
Jurisdiction
of
|
File
Number)
|
Identification
No.)
|
||||
|
Incorporation)
|
|
420
Lexington Avenue, Suite 450
|
||||
|
New
York, New York
|
10170
|
|||
|
(Address
of principal executive offices)
|
(Zip
Code)
|
Registrant's
telephone number, including area code: (212) 584-4180
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):
|
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 Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain
Officers.
Effective
June 9, 2009, the Board of Directors of NeoStem, Inc. (the "Company") approved
the appointment of Drew Bernstein as a director of the Company. Mr. Bernstein
will serve as a director until the Company's next annual meeting of
shareholders. Mr. Bernstein was also appointed as Chairman of the Audit
Committee of the Board of Directors.
On June
10, 2009, the Company issued a press release announcing the appointment of Mr.
Bernstein as a director of the Company and Chairman of the Audit
Committee. A copy of this press release is attached hereto as Exhibit
99.1
Item
9.01. Financial Statements and Exhibits.
(d)
Exhibits.
|
Exhibit
|
Description
|
Reference
|
|
Exhibit
99.1
|
Press
Release dated June 10, 2009
|
99.1
|
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.
|
NEOSTEM,
INC.
|
||
|
By:
|
/s/
Catherine M. Vaczy
|
|
|
Catherine
M. Vaczy
|
||
|
Vice
President and General Counsel
|
||
Dated:
June 12, 2009
EXHIBIT
INDEX
|
Exhibit Number
|
Description
|
|
Exhibit
99.1
|
Press
Release dated June 10, 2009
|
Exhibit
99.1
NeoStem,
Inc. Appoints Financial Expert with Broad International Experience to the Board
of Directors and to Serve as Chairman of the Company's Audit
Committee
NEW YORK,
June 10 /PRNewswire/ -- NeoStem, Inc. (NYSE Amex: NBS), which is pioneering the
pre-disease collection, processing and long-term storage of adult stem cells for
future medical need, announced today it has appointed to its Board of Directors
Drew Bernstein, CPA and Managing Partner of Bernstein & Pinchuk LLP, to
serve as the Chairman of the Company's Audit Committee.
Mr.
Bernstein co-founded Bernstein & Pinchuk LLP (B&P) in 1983, a fast
growing accounting firm headquartered in New York, which is an independent
member of the BDO Seidman Alliance. His early recognition of the global
marketplace and his extensive travel in the People's Republic of China ("PRC")
resulted in the aggressive expansion of the firm's services to the PRC where he
has established associate offices to better serve expanding client needs. In
addition, his diverse experience in retail, manufacturing, hospitality,
professional practices and real estate contributed to the expansion of the
firm's client base abroad. Fluent in the French language, Mr. Bernstein serves
as an accountant and business advisor worldwide, providing specialized auditing
and accounting services to public and non-public companies throughout the United
States of America, China, Europe and Africa.
Robin
Smith, M.D., MBA, NeoStem's Chief Executive Officer, said, "We are very pleased
to welcome Mr. Bernstein to the Board of NeoStem and as chair of our Audit
Committee. His broad international business experience will provide the insight
and expertise we need as we grow our nationwide network of stem cell collection
centers, expand our business operations into China, develop our VSEL (very small
embryonic-like stem cells) technology with the University of Louisville, and
strengthen our focus on international medical tourism to serve people seeking
medical treatments not yet available in their own nations. Mr. Bernstein's
diverse knowledge and abilities will support our successful growth in these
complex arenas."
Mr.
Bernstein stated, "I'm delighted to join the Board of NeoStem Inc. I look
forward to working with the highly intelligent, creative people that Dr. Smith
has assembled and to helping this extraordinary Company advance its innovative
potential."
About
NeoStem, Inc.
NeoStem
is developing a network of adult stem cell collection centers that are focused
on enabling people to donate and store their own (autologous) stem cells when
they are young and healthy for their personal use in times of future medical
need. The Company has also entered into research and development through the
acquisition of a worldwide exclusive license to technology to identify and
isolate VSELs (very small embryonic-like stem cells), which have been shown to
have several physical characteristics that are generally found in embryonic stem
cells and is pursuing other technologies to advance its position in the field of
stem cell tissue regeneration.
For more
information, please visit: www.neostem.com.
Forward-Looking
Statements
This
press release contains forward-looking statements within the meaning of the
Private Securities Litigation Reform Act of 1995. Forward-looking statements
reflect management's current expectations, as of the date of this press release,
and involve certain risks and uncertainties. The Company's actual results could
differ materially from those anticipated in these forward-looking statements as
a result of various factors. Factors that could cause future results to
materially differ from the recent results or those projected in forward-looking
statements include the "Risk Factors" described in the Company's Annual Report
on Form 10-K for the fiscal year ended December 31, 2008 and the Company's other
periodic filings with the Securities and Exchange Commission. The Company's
further development is highly dependent on future medical and research
developments and market acceptance, which is outside its control.
CONTACT:
NeoStem,
Inc.
Robin
Smith, Chief Executive Officer
T:
212-584-4180
E:
rsmith@neostem.com