Unassociated Document
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):
November 19, 2008
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SANGAMO
BIOSCIENCES,
INC.
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(Exact
Name of Registrant as Specified in Its Charter)
(State
or
Other Jurisdiction of
Incorporation)
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000-30171
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68-0359556
|
|
(Commission
File Number)
|
(IRS
Employer Identification
No.)
|
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501
Canal Blvd, Suite
A100
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Richmond,
California
94804
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|
(Address
of Principal Executive
Offices)
|
(Zip
Code)
|
(Registrant’s
Telephone Number, Including Area Code)
(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):
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 Principal Officers; Election of Directors;
Appointment of Principal Officers; Compensatory Arrangements of Certain
Officers.
Effective
as of November 19, 2008, the board of directors (the “Board”) of Sangamo
BioSciences, Inc. (the “Company”), upon recommendation from the Nominating and
Governance Committee of the Company, appointed Mr. Paul B. Cleveland to serve
as
a member of the Board until the Company’s 2009 annual meeting of stockholders.
The
board
of directors of
the
Company also
determined that Mr.
Cleveland
is “independent”
according to
applicable
rules of NASDAQ and the Securities
Act of 1933, as amended. The Board has appointed
Mr. Cleveland as the chair of the Company’s audit committee.
On
November 19, 2008, the Company issued a press release announcing the appointment
of Mr. Cleveland to the Board. A copy of the press release is attached as
Exhibit 99.1 to this Current Report on Form 8-K and incorporated herein by
reference.
Item
9.01 Financial Statements and Exhibits
(d)
Exhibits. The following document is filed as an exhibit to this Current Report
on Form 8-K:
Exhibit
No.
99.1 Press
Release Issued November 19, 2008.
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.
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DATE:
November 19, 2008
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SANGAMO
BIOSCIENCES, INC.
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By: |
/s/ EDWARD
O.
LANPHIER II |
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Edward
O. Lanphier II
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President,
Chief Executive Officer
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