CYNOSURE, INC. (NASDAQ:CYNO) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

CYNOSURE, INC. (NASDAQ:CYNO) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On February 21, 2017, the compensation committee of the board of directors (the “Compensation Committee”) of Cynosure, Inc. (the “Company”) established a cash pool of $13 million, from which the Company may make transaction bonuses, severance payments for persons without employment agreements and retention payments to certain of its employees in connection with the proposed acquisition of the Company by Minuteman Merger Sub, Inc., a wholly-owned subsidiary of Hologic, Inc. (the “Acquisition”). The allocation and terms of any such payments are to be determined by the Company prior to the effective time of the Acquisition (the “Effective Time”).

On February 21, 2017, the Compensation Committee awarded a retention bonus payment in an amount of up to $8,500,000 to Michael Davin and a retention bonus payment in an amount of up to $1,300,000 to Stephen Webber (each, a “Retention Payment”), with the precise amount of the Retention Payments to be determined by the Compensation Committee prior to the Effective Time. Payment of the Retention Payments is to be made in a single lump sum upon the earliest of one year following the Effective Time, termination by the Company without “cause” and termination by the employee for “good reason” (as each such term is defined in the recipient’s employment agreement as in effect on February 14, 2017). Copies of the letter agreements between the Company and each of Messrs. Davin and Webber are filed as Exhibits 10.1 and 10.2, respectively, to this Current Report on Form 8-K and are incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

See the Exhibit Index attached to this Current Report on Form 8-K, which is incorporated herein by reference.

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About CYNOSURE, INC. (NASDAQ:CYNO)

Cynosure Inc. (Cynosure) develops and markets aesthetic treatment systems that enable plastic surgeons, dermatologists and other medical practitioners to perform procedures to remove hair, treat vascular and benign pigmented lesions, remove multi-colored tattoos, revitalize the skin, reduce fat through laser lipolysis, reduce cellulite, clear nails infected by toe fungus, ablate sweat glands and improve gynecologic health. The Company operates through aesthetic treatment products and services segment. It markets radiofrequency (RF) energy sourced medical devices for precision surgical applications, such as facial plastic and general surgery; gynecology; ear, nose and throat procedures; ophthalmology; oral and maxillofacial surgery; podiatry, and proctology. The Company’s product portfolio utilizes a range of energy sources, including Alexandrite, diode, neodymium-doped yttrium aluminum garnet (Nd: YAG), pulse dye, Q-switched lasers, intense pulsed light and RF technology.

CYNOSURE, INC. (NASDAQ:CYNO) Recent Trading Information

CYNOSURE, INC. (NASDAQ:CYNO) closed its last trading session down -0.15 at 66.10 with 1,286,157 shares trading hands.

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