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): March 22, 2005
DELCATH SYSTEMS, INC.
(Exact name of registrant as specified in its charter)
Delaware 001-16133 06-1245881
(State or other (Commission File (IRS Employer
jurisdiction of Number) Identification No.)
incorporation)
1100 Summer Street, Stamford, Connecticut 06905
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (203) 323-8668
N/A
(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):
[ ] 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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Section 1 - Registrant's Business and Operations
Item 1.01 Entry into a Material Definitive Agreement.
On March 22, 2005, Delcath Systems, Inc. (the "Company") entered into
Incentive Stock Option Agreements and/or Nonqualified Stock Option Agreements
with each of its directors and named executive officers providing for stock
options to each of such individuals as summarized below. Each of these options
has an exercise price of $2.02 per share, a term expiring on November 3, 2009
and becomes exercisable as to one-half of the shares covered thereby on November
3, 2005 and November 3, 2006.
Nonqualified Stock Options
Name of Optionee Number of Shares
Mark Corigliano 140,000
Daniel Isdaner 140,000
M. S. Koly 131,600
Victor Nevins 140,000
Incentive Stock Options
Name of Optionee Number of Shares
Paul M. Feinstein 5,000
Samuel Herschkowitz 90,000
M. S. Koly 68,400
The forms of the Nonqualified Stock Option Agreement and of the Incentive
Stock Option Agreement are filed as exhibits to this report.
Section 9 - Financial Statements and Exhibits
Item 9.01 Financial Statements and Exhibits.
(a) Not applicable
(b) Not applicable.
(c) Exhibits:
Exhibit Description
10.1 Form of Nonqualified Stock Option Agreement
10.2 Form of Incentive Stock Option Agreement
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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.
DELCATH SYSTEMS, INC.
By: /s/ M. S. KOLY
-------------------------
M. S. Koly
President and Chief Executive
Officer
Date: March 23, 2005
ECHIBIT INDEX
Exhibit Description
10.1 Form of Nonqualified Stock Option Agreement
10.2 Form of Incentive Stock Option Agreement