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)
February
4, 2009
DIGIRAD
CORPORATION
(Exact
name of registrant as specified in its charter)
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Delaware
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000-50789
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33-0145723
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(State
or other jurisdiction of incorporation)
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(Commission
File Number)
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(IRS
Employer
Identification
No.)
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13950
Stowe Drive
Poway,
California 92064
(Address
of principal executive offices, including zip code)
(858)
726-1600
(Registrant’s
telephone number, including area code)
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:
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
2.02. Results of Operations and Financial Condition
On
February 5, 2009, Digirad Corporation, or the Company, issued a press release
announcing, among other things, financial results for the quarter and year ended
December 31, 2008. A copy of the press release is attached as Exhibit
99.1 to this Current Report on Form 8-K and is incorporated herein by
reference.
Item
5.02. Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain
Officers.
On
February 4, 2009, Douglas Reed, MD indicated to the Board of Directors that he
would not stand for re-election at the Company’s upcoming annual meeting. Dr.
Reed indicated that he has declined to stand for re-election for personal
reasons, and not as the result of any disagreement with the Company. The Company
is seeking potential director candidates.
Item
7.01. Regulation FD Disclosure
On
February 5, 2009, the Company issued a press release announcing, among other
things, that on February 4, 2009 its Board of Directors authorized the
repurchase of up to $2 million of its outstanding common shares. A
copy of the press release is attached as Exhibit 99.1 to this Current Report on
Form 8-K and is incorporated herein by reference.
The
disclosures herein under Item 2.02 and Item 7.01, and the related exhibit, are
being furnished and shall not be deemed to be “filed” for purposes of Section 18
of the Securities Exchange Act of 1934, as amended, or the Exchange Act, or
otherwise subject to the liability of that section, nor shall they be deemed
incorporated by reference in any filing under the Securities Act of 1933, as
amended, or the Exchange Act, except as expressly set forth by specific
reference in such a filing.
Item
9.01. Financial Statements and Exhibits
(d)
Exhibits.
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Exhibit
No.
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Description
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99.1
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Press
Release dated February 5, 2009 announcing financial results for the
quarter and year ended December 31, 2008 and a share repurchase
program.
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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.
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DIGIRAD
CORPORATION
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By:
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/s/
Todd Clyde
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Todd
Clyde
Chief
Executive Officer
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Date: February
5, 2009
Exhibit
Index
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Exhibit
No.
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Description
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99.1
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Press
Release dated February 5, 2009 announcing financial results for the
quarter and year ended December 31, 2008 and a share repurchase
program.
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