Harvard Bioscience Announces Board Changes and Officer Appointments

TL;DR

Harvard Bioscience shakes up the board and exec team, filing 8-K with exec comp details.

AI Summary

Harvard Bioscience, Inc. announced on September 5, 2025, a series of significant corporate actions. These include the departure of directors, the election of new directors, and the appointment of certain officers, alongside updates to compensatory arrangements for key personnel. The filing also covers Regulation FD disclosures and financial statements and exhibits.

Why It Matters

Changes in board composition and executive appointments can signal shifts in company strategy, operational focus, or financial direction.

Risk Assessment

Risk Level: medium — Board and executive changes can indicate internal restructuring or strategic shifts that may carry inherent risks.

Key Players & Entities

• HARVARD BIOSCIENCE, INC. (company) — Registrant
• September 5, 2025 (date) — Date of earliest event reported
• Delaware (jurisdiction) — State of Incorporation
• 001-33957 (identifier) — Commission File Number
• 04-3306140 (identifier) — I.R.S. Employer Identification No.
• 84 October Hill Road, Holliston, MA 01746 (address) — Principal Executive Offices
• (508) 893-8999 (phone_number) — Registrant's telephone number

FAQ

Key Financial Figures

• $0.01 — nge on which registered Common Stock, $0.01 par value HBIO The NASDAQ Stock Marke
• $135,000 — of the Board at an approximate value of $135,000, to be composed of (i) an equity award
• $91,000 — its and (ii) an annual cash retainer of $91,000. Item 7.01. Regulation FD Disclosure.

Filing Documents

• f8k_090925.htm (8-K) — 22KB
• exh_991.htm (EX-99.1) — 7KB
• logo.jpg (GRAPHIC) — 11KB
• logo2.jpg (GRAPHIC) — 11KB
• 0001171843-25-005787.txt ( ) — 239KB
• hbio-20250905.xsd (EX-101.SCH) — 3KB
• hbio-20250905_lab.xml (EX-101.LAB) — 33KB
• hbio-20250905_pre.xml (EX-101.PRE) — 22KB
• f8k_090925_htm.xml (XML) — 3KB

02. Departure of Directors or Certain Officers; Election of Directors; Appointment

Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. On September 5, 2025, the Board of Directors (the "Board") of Harvard Bioscience, Inc. (the "Company") appointed Stephen DeNelsky to serve as a member of the Board, effective September 5, 2025. Mr. DeNelsky will serve as a Class I director with a term that will expire at the Company's 2028 annual meeting of stockholders. Mr. DeNelsky was also appointed to serve as a member of the Nominating & Governance Committee of the Board. Mr. DeNelsky, age 57, is a Managing Director at Oaktree Capital Management, a position he has held since 2022. Mr. DeNelsky was previously a Managing Director at Marathon Asset Management from 2019 to 2022 and President at Life Sciences Alternative Funding from 2011 to 2019. Mr. DeNelsky also currently serves on the board of directors of Visioncare Inc and previously served on the boards of Integrated Diagnostics and AMICAS, Inc. Mr. DeNelsky possesses thirty years of experience in the research, analysis, and valuation of public and private equities in the healthcare industry and has worked across several major sub-sectors of healthcare, including life sciences, pharmaceuticals, devices and services. Mr. DeNelsky earned his B.A. in Economics from the American University and his M.B.A. from the University of Maryland. There is no arrangement between Mr. DeNelsky and any person pursuant to which he was selected as a director, and there is no family relationship between Mr. DeNelsky and any other director or executive officer of the Company. In connection with his service on the Board, Mr. DeNelsky will receive standard compensation for non-employee directors of the Board at an approximate value of $135,000, to be composed of (i) an equity award of 110,000 restricted stock units and (ii) an annual cash retainer of $91,000.

01. Regulation FD Disclosure

Item 7.01. Regulation FD Disclosure. On September 9, 2025, the Company issued a press release in connection with the appointment of Mr. DeNelsky to the Board. A copy of the press release is attached hereto as Exhibit 99.1. The information in Item 7.01 of this Form 8-K, including Exhibit 99.1 attached hereto, shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act or the Exchange Act, except as expressly set forth by specific reference in such a filing.

01. Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits. (d) Exhibits. Exhibit Number Description 99.1 Press Release dated September 9, 2025 104 Cover Page Interactive Data File (embedded within the XBRL document) 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. HARVARD BIOSCIENCE, INC. Date: September 9, 2025 By: /s/ Mark Frost Mark Frost Interim Chief Financial Officer

View Full Filing

View this 8-K filing on SEC EDGAR