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): July 31, 2007
BTHC VI, INC.
(Exact Name of Registrant as Specified in Charter)
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| Delaware
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000-52108
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20-4864095 |
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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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| 3201 Carnegie Avenue, Cleveland, Ohio
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44115-2634 |
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| (Address of Principal Executive Offices)
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(Zip Code) |
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| Registrant’s telephone number, including area code:
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(216) 431-9900 |
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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.):
¨ 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))
Item 1.01. Entry into a Material Definitive Agreement.
On July 31, 2007, BTHC VI, Inc., a Delaware corporation (the “Company”), entered into an
Indemnification Agreement with each of the following persons (each, an “Indemnitee”):
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The Company’s current Directors, consisting of Messrs. Gil Van Bokkelen, John J.
Harrington, William C. Mulligan, George M. Milne, Jr., Jordan S. Davis, Floyd D. Loop
and Michael Sheffery; |
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Mr. William (BJ) Lehmann, Jr., President and Chief Operating Officer; |
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Mr. Robert J. Deans, Senior Vice President — Regenerative Medicine; and |
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Ms. Laura K. Campbell, Vice President — Finance. |
Generally, each Indemnification Agreement provides that the Company will indemnify the
Indemnitee to the fullest extent permitted or required by Delaware law. An Indemnitee is not
entitled to indemnification for any claim initiated by the Indemnitee against the Company or any
Company director or officer unless the Company has joined in or consented to such claim. The
Company will advance certain expenses to an Indemnitee prior to the final disposition of certain
claims against the Indemnitee only if the Indemnitee executes and delivers to the Company an
undertaking to repay any advanced amounts if he or she is ultimately determined to be not entitled
to indemnification under the Indemnification Agreement. In certain situations, an Indemnitee will
be required to meet certain statutory standards of conduct in order to be indemnified by the
Company under the Indemnification Agreement. Pursuant to the Indemnification Agreements, the
Company has agreed to refrain from amending its amended Certificate of Incorporation or Bylaws to
diminish the Indemnitees’ rights to indemnification provided by the Indemnification Agreement or
other indemnity provisions. The Company has also agreed to use commercially reasonable efforts to
maintain a minimum level of directors’ and officers’ liability insurance coverage for the Directors
and officers of the Company.
The summary of the Indemnification Agreements described above is qualified in its entirety by
reference to the form Indemnification Agreement for Directors, Officers and Directors and Officers
attached hereto as Exhibit 10.1 and incorporated herein by reference.