0001038133FALSE☐☐☐☐☐970493-72728-KJanuary 12, 2021HESKA CORPORATION3760 Rocky Mountain AvenueLovelandColorado8053800010381332020-05-212020-05-21

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
(Amendment No.)
CURRENT REPORT
Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934
January 12, 2021
Date of Report (Date of earliest event reported)
HESKA CORPORATION
(Exact name of Registrant as specified in its charter)
Delaware 000-22427 77-0192527
(State or other jurisdiction of
incorporation)
(Commission File Number) (I.R.S. Employer Identification No.)
3760 Rocky Mountain Avenue
Loveland, Colorado
(Address of principal executive offices)
80538
(Zip Code)
Registrant's telephone number, including area code
(970) 493-7272
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))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class Trading Symbol(s) Name of each exchange on which registered
Common stock, $0.01 par value HSKA The Nasdaq Stock Market LLC
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging Growth Company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o





Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

(d) On January 12, 2021, Heska Corporation, a Delaware corporation (the “Company”), announced that Dr. Joachim Hasenmaier has joined the Company’s Board of Directors (the “Board”) effective January 11, 2021, after the Company approved the increase in the size of the Board to nine directors, in accordance with the Company’s amended and restated bylaws (the “Bylaws”). A copy of the press release announcing Dr. Hasenmaier’s appointment is attached hereto as Exhibit 99.1 and incorporated by reference herein. Dr. Hasenmaier will serve with his initial term expiring at the Company’s 2021 annual meeting of stockholders and until his successor is duly elected and shall qualify, or until his earlier resignation or removal.

There are no arrangements or understandings between Dr. Hasenmaier and any other person in connection with his appointment to the Board, and there are and have been no transactions between the Company and Dr. Hasenmaier that would require disclosure under Item 404(a) of Regulation S-K. Dr. Hasenmaier’s compensation for service as a non-employee director will be consistent with that of the Company’s other non-employee directors. Dr. Hasenmaier has not been named to any committees of the Board.


Item 9.01    Financial Statements and Exhibits.

(d)    Exhibits.
Exhibit Number
  
Description
  

104 Cover Page Interactive Data File (embedded within the Inline XBRL document)



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.

HESKA CORPORATION,
a Delaware corporation
Dated: January 12, 2021
By: /s/ Catherine Grassman
      Catherine Grassman
Executive Vice President, Chief Financial Officer




Exhibit 99.1
Heska Corporation
HESKALOGOA051.JPG
Jon Aagaard
Investor Relations
970.619.3033
investorrelations@heska.com
    

Heska Corporation Elects Dr. Joachim Hasenmaier to Board of Directors

LOVELAND, CO, January 12, 2021 -- Heska Corporation (NASDAQ: HSKA; “Heska” or “Company”), a leading global provider of advanced veterinary diagnostic and specialty products, appointed Dr. Joachim Hasenmaier, the former head of Boehringer Ingelheim Animal Health, to the Company’s Board of Directors, effective January 11, 2021.

Dr. Joachim Hasenmaier most recently served as a member of the board of managing directors of Boehringer Ingelheim, a world-leading, research-driven pharmaceutical company, where he oversaw the animal health and consumer healthcare businesses. Previously, as head of animal health of Boehringer Ingelheim, Dr. Hasenmaier led the rapid growth and expansion of the business, including the acquisition of a significant part of the Fort Dodge Animal Health product portfolio as well as the acquisition and integration of the Sanofi/Merial animal health units. Dr. Hasenmaier received his Doctor of Veterinary Medicine degree from the University of Munich and his MBA from the Kellogg School of Management at Northwestern University. Dr. Hasenmaier also serves as a Director of Invetx, a pioneer in protein-based therapeutics for animal health.

“I have known and admired Joachim for years,” said Kevin Wilson, the Company’s Chief Executive Officer and President. “Joachim has deep expertise at the very top of the animal health market; he has led large multi-national teams, delivered impressive organic growth, engineered powerful acquisitions and partnerships, and executed complex integrations. Today, Heska gains the benefit of his extraordinary experience and relationships, which, when combined with his global and cultural perspectives, will add tremendous value to our strategic execution from our longtime U.S. and new Germany based headquarters. In a global animal health market in which diagnostics and data sit at the center of pharmaceutical, diet, and healthcare services success, Joachim can help Heska build key bridges. He is an excellent addition to Heska’s already very strong Board of Directors, and I’m thrilled to welcome him.”

“I am honored to join the Heska team,” commented Dr. Hasenmaier. “I have long respected Heska and their commitment to drive innovation for the betterment of veterinarians and their pet patients worldwide. Heska’s central position within the global diagnostics market and its ability to expand rapidly in such a competitive landscape is rare and exciting. I look forward to working with Kevin and his executive team and the Company’s Board of Directors to continue Heska’s upward trajectory on behalf of shareholders and employees and for the overall benefit of pets, pet owners, veterinarians, and the broader animal health industry.”

About Heska
Heska Corporation (NASDAQ: HSKA) manufactures, develops and sells advanced veterinary diagnostic and specialty healthcare products through its two business segments: North America and International. Both segments include Point of Care Lab testing instruments and consumables, digital imaging products, software and services, data services, allergy testing and immunotherapy, and single-use offerings such as in-clinic diagnostic tests and heartworm preventive products. The North America segment also includes



private label vaccine and pharmaceutical production under third-party agreements and channels, primarily for herd animal health.