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): September 9, 2003
INTEGRA LIFESCIENCES HOLDINGS CORPORATION
(Exact name of Registrant as specified in its charter)
Delaware 0-26224 51-0317849
(State or other jurisdiction of (Commission File Number) (I.R.S. Employer
incorporation or organization) Identification No.)
311 Enterprise Drive
Plainsboro, NJ 08536
(Address of principal executive offices) (Zip Code)
(609)-275-0500
(Registrants telephone number, including area code)
Not Applicable
(Former name or former address, if changed since last report)
Item 9. Regulation FD Disclosure
On September 9 and September 12, 2003, respectively, Keith Bradley and Stuart M.
Essig entered into a sales plan pursuant to Rule 10b5-1 of the Securities
Exchange Act of 1934, as amended (the "Exchange Act"). Under Rule 10b5-1,
corporate insiders may adopt a prearranged plan or contract for the sale of
Company securities under specified conditions and times.
Mr. Bradley, a director of the Company, has authorized Prudential Securities, a
division of Wachovia Securities, LLC, to sell on his behalf up to 20,500 shares
of the Company's Common Stock at a price of no less than $31.00 per share on any
trading day on or after September 10, 2003. Shares of Common Stock to be sold
under the sales plan are issuable to Mr. Bradley under stock option agreements.
The sales plan shall expire upon the earliest to occur of i) August 6, 2004, ii)
when the aggregate number of shares of Common Stock sold pursuant to the sales
plan totals 20,500 shares, or iii) when earlier terminated in accordance with
the sales plan.
Mr. Essig, President and Chief Executive Officer and a director of Integra
LifeSciences Holdings Corporation (the Company), has authorized Adams,
Harkness & Hill, Inc. to sell on his behalf up to 252,027 shares of the
Company's Common Stock at a price of no less than $32.00 per share on any
trading day on or after November 4, 2003. Shares of Common Stock to be sold
under the sales plan are issuable to Mr. Essig under stock option agreements.
The sales plan shall expire when the aggregate number of shares of Common Stock
sold pursuant to the sales plan totals 252,027 shares or when earlier terminated
in accordance with the sales plan.
Except as may be required by law, the Company does not undertake to report
future plans by officers or directors of the Company nor to report
modifications, terminations, transactions or other activities under such plans.
The information in this Current Report on Form 8-K is furnished pursuant to Item
9 and shall not be deemed to be "filed" for the purpose of Section 18 of the
Securities Exchange Act of 1934 or otherwise subject to the liabilities of that
section.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended,
the Registrant has duly caused this report to be signed on its behalf by the
undersigned, hereunto duly authorized.
INTEGRA LIFESCIENCES HOLDINGS CORPORATION
Date: September 22, 2003 By: /s/ Stuart M. Essig
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Stuart M. Essig
President and Chief Executive Officer