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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):
March 1, 2007
TRANSGENOMIC, INC.
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(Exact name of registrant as specified in its charter)
Delaware 000-30975 911789357
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(State of (Commission (IRS Employer
Incorporation) File Number) Identification Number)
12325 Emmet Street, Omaha, Nebraska 68164
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(Address of principal executive offices) (Zip Code)
(402) 452-5400
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(Registrant's telephone number, including area code)
Not applicable
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(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:
[ ] Written communications pursuant to Rule 425 under the Securities
Act (17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange
Act (17 CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
[ ] 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 DIRECTOR AND ELECTION OF DIRECTOR.
Roland J. Santoni, the Registrant's member of the Board of Directors,
has submitted his resignation from such position, effective March 1, 2007. In
addition, Mr. Santoni is resigning from his positions of Chairman of the
Compensation Committee and a member of the Audit Committee.
On March 1, 2007, the Registrant's Board of Directors appointed
Rodney S. Markin to fill the vacancy created by Mr. Santoni's resignation.
Dr. Markin shall serve as a Class III Director. Dr. Markin has not been
appointed to any committees of the Board of Directors at this time. There are no
family relationships between Dr. Markin and any other director or executive
officer of the Registrant and he was not selected by the Board of Directors to
serve as a Director pursuant to any arrangement or understanding with any
person. Dr. Markin has not engaged in any transaction with the Registrant that
would be reportable as a related party transaction under the rules of the SEC.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.
99.1 Press Release, dated March 5, 2007, announcing the
resignation of Roland J. Santoni as the Registrant's Board Member and the
appointment of Rodney S. Markin to the Registrant's Board of Directors.
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 hereunto duly authorized.
Dated: March 5, 2007 TRANSGENOMIC, INC.
By: /s/ Debra A. Schneider
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Debra A. Schneider
Chief Financial Officer