Form 8K Current Report
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 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) April
30, 2007
Nephros,
Inc.
(Exact
Name of Registrant as Specified in Charter)
Commission
File Number: 001-32288
|
Delaware
|
|
13-3971809
|
|
(State
or other Jurisdiction of
Incorporation)
|
|
(I.R.S.
Employer Identification No.)
|
3960
Broadway, New York, New York 10032
(Address
of Principal Executive Offices)
(Zip
Code)
(212)
781-5113
(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:
r
Written
communications
pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
r
Soliciting
material
pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
r
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
r
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 Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain
Officers.
(b)
On
April 30, 2007, Donald G. Drapkin submitted to Nephros, Inc. (the “Company”) his
resignation from the Company’s Board of Directors (the “Board”) effective
immediately to pursue other business interests. Mr. Drapkin had no disagreements
with the Company on any matters related to the Company’s operations, policies or
practices. The Board thanks Mr. Drapkin for his dedicated service and valued
contributions to the Company.
With
Mr.
Drapkin’s resignation, the Company’s Board now has eight members plus one
vacancy. The Company expects that prior to its upcoming annual meeting of
stockholders to be held on May 22, 2007, the Company’s remaining directors, with
the guidance of the Company’s Nominating and Corporate Governance Committee,
will eliminate such vacancy either by electing a new director or by reducing
the
number of directors that constitute the whole Board.
Item
8.01 Other Events.
On
May 1,
2007, the Company issued a press release announcing the resignation of Mr.
Drapkin from the Company’s Board. The full text of this press release is
attached hereto as Exhibit 99.1. The information in this Item 8.01 shall not
be
deemed to be “filed” for the purposes of Section 18 of the Securities Exchange
Act of 1934 or otherwise subject to the liability of that Section.
Item
9.01. Financial Statements and Exhibits.
99.1 Press
Release issued by Nephros, Inc. dated May 1, 2007.
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:
May
1, 2007
NEPHROS,
INC.
By:
/s/
Mark W.
Lerner
Mark W. Lerner
Chief Financial Officer
(Principal
Financial and Accounting Officer)