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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): December 10, 2009
Gen-Probe Incorporated
(Exact Name of Registrant as Specified in Charter)
         
Delaware   001-31279   33-0044608
(State or Other Jurisdiction of
Incorporation)
  (Commission
File Number)
  (I.R.S. Employer
Identification No.)
     
10210 Genetic Center Drive    
San Diego, CA   92121
(Address of Principal Executive Offices)   (Zip Code)
 
(858) 410-8000
(Registrant’s telephone number, including area code)
 
     Check the appropriate box below if the Form 8-K 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 8.01 Other Events.
     On December 10, 2009, the Board of Directors (the “Board”) of Gen-Probe Incorporated (the “Company”) approved the amendment and restatement of the Company’s Corporate Governance Guidelines (the “Governance Guidelines”), effective immediately, to require that the annual Board assessments include an evaluation of and by each director of the Board. Previously the evaluation only applied to directors who were subject to re-nomination in connection with the Company’s next annual meeting of stockholders.
     The preceding summary is qualified in its entirety by reference to the full text of the Governance Guidelines, a copy of which is attached hereto as Exhibit 99.1 and incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
     (d) The following exhibit is filed with this Current Report on Form 8-K:
          99.1 Gen-Probe Incorporated Corporate Governance Guidelines

 


 

SIGNATURE
     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 15, 2009  GEN-PROBE INCORPORATED
 
 
 
  By:   /s/ R. William Bowen    
    R. William Bowen   
    Senior Vice President, General Counsel
and Corporate Secretary 
 

 


 

EXHIBITS
     
Exhibit    
Number   Description
99.1
  Gen-Probe Incorporated Corporate Governance Guidelines