8-K 1 g04768e8vk.htm SYMBION, INC. Symbion, Inc.
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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): December 19, 2006 (December 15, 2006)
SYMBION, INC.
(Exact Name of Registrant as Specified in Its Charter)
         
Delaware   000-50574   62-1625480
(State or Other Jurisdiction   (Commission   (IRS Employer
of Incorporation)   File Number)   Identification No.)
40 Burton Hills Boulevard, Suite 500
Nashville, Tennessee 37215

(Address of principal executive offices) (Zip Code)
(615) 234-5900
(Registrant’s Telephone Number, Including Area Code)
Not Applicable
(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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ITEM 1.01. ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT.
SIGNATURES


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ITEM 1.01. ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT.
     On December 11, 2006, Symbion, Inc. (the “Company”) announced that William V.B. Webb resigned as a director of the Company effective December 6, 2006 and as an officer of the Company effective no later than January 31, 2007. On December 15, 2006, Mr. Webb exercised options to purchase 157,539 shares of the Company’s common stock pursuant to the terms of the various option grants made to Mr. Webb during his service as an officer and director of the Company. Also, on December 15, 2006, the Company agreed to purchase 57,539 shares of the Company’s common stock from Mr. Webb for a price of $17.07 per share, the closing price of the Company’s common stock as reported on the Nasdaq Global Market on December 14, 2006.

 


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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.
         
Date: December 19, 2006   SYMBION, INC.
 
 
  By:   /s/ Kenneth C. Mitchell    
    Kenneth C. Mitchell   
    Chief Financial Officer and
Senior Vice President of Finance