PFND / Pathfinder Cell Therapy, Inc. - Pengajuan SECLaporan Tahunan, Pernyataan Proksi

Pathfinder Cell Therapy, Inc.
US ˙ OTCPK

Mga Batayang Estadistika
CIK 889428
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis. These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Pathfinder Cell Therapy, Inc.
SEC Filings (Chronological Order)
Halaman ini menyediakan daftar lengkap dan kronologis dari Pengajuan SEC, tidak termasuk pengajuan kepemilikan yang kami sediakan di tempat lain.
March 30, 2016 15-12G

Pathfinder Cell Therapy NOTICE OF TERMINATION OF REGISTRATION OF A CLASS OF SECURITIES UNDER SECTION 12G

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934.

March 29, 2016 POS AM

Pathfinder Cell Therapy POS AM

As filed with the Securities and Exchange Commission on March 29, 2016 Registration No.

March 29, 2016 8-K

Pathfinder Cell Therapy CURRENT REPORT (Current Report/Significant Event)

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) March 29, 2016 Pathfinder Cell Therapy, Inc. (Exact name of Registrant as Specified in its Charter) Delaware 0-20580 14-1745197 (State or Other Jurisdiction of Incorporation) (Commissi

March 29, 2016 S-8 POS

Pathfinder Cell Therapy POST-EFFECTIVE AMENDMENT TO S-8 REGISTRATION STATEMENT

As filed with the Securities and Exchange Commission on March 29, 2016 Registration No: 333-03895 333-95129 333-95127 333-91386 333-134608 SECURITIES AND EXCHANGE COMMISSION Washington, D.

March 29, 2016 S-8 POS

Pathfinder Cell Therapy POST-EFFECTIVE AMENDMENT TO S-8 REGISTRATION STATEMENT

As filed with the Securities and Exchange Commission on March 29, 2016 Registration No: 333-03895 333-95129 333-95127 333-91386 333-134608 SECURITIES AND EXCHANGE COMMISSION Washington, D.

March 29, 2016 S-8 POS

Pathfinder Cell Therapy POST-EFFECTIVE AMENDMENT TO S-8 REGISTRATION STATEMENT

As filed with the Securities and Exchange Commission on March 29, 2016 Registration No: 333-03895 333-95129 333-95127 333-91386 333-134608 SECURITIES AND EXCHANGE COMMISSION Washington, D.

March 29, 2016 S-8 POS

Pathfinder Cell Therapy POST-EFFECTIVE AMENDMENT TO S-8 REGISTRATION STATEMENT

As filed with the Securities and Exchange Commission on March 29, 2016 Registration No: 333-03895 333-95129 333-95127 333-91386 333-134608 SECURITIES AND EXCHANGE COMMISSION Washington, D.

March 29, 2016 S-8 POS

Pathfinder Cell Therapy POST-EFFECTIVE AMENDMENT TO S-8 REGISTRATION STATEMENT

As filed with the Securities and Exchange Commission on March 29, 2016 Registration No: 333-03895 333-95129 333-95127 333-91386 333-134608 SECURITIES AND EXCHANGE COMMISSION Washington, D.

March 16, 2016 POS AM

Pathfinder Cell Therapy AMENDED REGISTRATION STATEMENT

As filed with the Securities and Exchange Commission on March 16, 2016 Registration No.

March 16, 2016 POS AM

Pathfinder Cell Therapy REGISTRATION STATEMENT

As filed with the Securities and Exchange Commission on March 16, 2016 Registration No.

December 4, 2015 8-K

Unregistered Sales of Equity Securities, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

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 2, 2015 Pathfinder Cell Therapy, Inc. (Exact name of Registrant as Specified in its Charter) Delaware 0-20580 14-1745197 (State or Other Jurisdiction (Commission file Number)

November 13, 2015 10-Q

Pathfinder Cell Therapy QUARTERLY REPORT (Quarterly Report)

SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2015 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 0-20580 Pathfinder Cell Therapy, Inc.

November 13, 2015 EX-10.1

CONVERTIBLE PROMISSORY NOTE

EXHIBIT 10.1 CONVERTIBLE PROMISSORY NOTE $ Cambridge, Massachusetts Date: For value received, the undersigned, Pathfinder Cell Therapy, Inc., a Delaware corporation (the ? Borrower ?), hereby unconditionally promises to pay to the order of (the ? Payee ?), the principal sum of $ and 00/100 Dollars ($ ), together with interest to maturity (whether by lapse of time, acceleration or otherwise) on the

November 4, 2015 8-K

Unregistered Sales of Equity Securities, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

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) November 3, 2015 Pathfinder Cell Therapy, Inc. (Exact name of Registrant as Specified in its Charter) Delaware 0-20580 14-1745197 (State or Other Jurisdiction of Incorporation) (Commis

October 7, 2015 8-K

Pathfinder Cell Therapy CURRENT REPORT (Current Report/Significant Event)

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) October 6, 2015 Pathfinder Cell Therapy, Inc. (Exact name of Registrant as Specified in its Charter) Delaware 0-20580 14-1745197 (State or Other Jurisdiction of Incorporation) (Commiss

September 1, 2015 8-K

Unregistered Sales of Equity Securities, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

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) August 28, 2015 Pathfinder Cell Therapy, Inc. (Exact name of Registrant as Specified in its Charter) Delaware 0-20580 14-1745197 (State or Other Jurisdiction (Commission file Number) (

August 18, 2015 8-K

Pathfinder Cell Therapy CURRENT REPORT (Current Report/Significant Event)

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) August 17, 2015 Pathfinder Cell Therapy, Inc. (Exact name of Registrant as Specified in its Charter) Delaware 0-20580 14-1745197 (State or Other Jurisdiction (Commission file Number) (

August 13, 2015 EX-10.1

CONVERTIBLE PROMISSORY NOTE

EXHIBIT 10.1 CONVERTIBLE PROMISSORY NOTE $ Cambridge, Massachusetts Date: For value received, the undersigned, Pathfinder Cell Therapy, Inc., a Delaware corporation (the ? Borrower ?), hereby unconditionally promises to pay to the order of (the ? Payee ?), the principal sum of $ and 00/100 Dollars ($ ), together with interest to maturity (whether by lapse of time, acceleration or otherwise) on the

August 13, 2015 10-Q

SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q (Mark One) þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2015 o TRANSITION REPORT PURSUANT TO SECTIO

SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q (Mark One) þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2015 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 0-20580 Pathfinder Cell Therapy, Inc.

July 20, 2015 8-K

Unregistered Sales of Equity Securities, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

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) July 16, 2015 Pathfinder Cell Therapy, Inc. (Exact name of Registrant as Specified in its Charter) Delaware 0-20580 14-1745197 (State or Other Jurisdiction (Commission file Number) (IR

June 9, 2015 8-K

Pathfinder Cell Therapy CURRENT REPORT (Current Report/Significant Event)

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) June 5, 2015 Pathfinder Cell Therapy, Inc. (Exact name of Registrant as Specified in its Charter) Delaware 0-20580 14-1745197 (State or Other Jurisdiction (Commission file Number) (IRS

May 15, 2015 10-Q

SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q (Mark One) þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2015 o TRANSITION REPORT PURSUANT TO SECTI

SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q (Mark One) þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2015 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 0-20580 Pathfinder Cell Therapy, Inc.

May 15, 2015 EX-10.1

CONVERTIBLE PROMISSORY NOTE

Exhibit 10.1 CONVERTIBLE PROMISSORY NOTE $ Cambridge, Massachusetts Date: For value received, the undersigned, Pathfinder Cell Therapy, Inc., a Delaware corporation (the ? Borrower ?), hereby unconditionally promises to pay to the order of (the ? Payee ?), the principal sum of $ and 00/100 Dollars ($ ), together with interest to maturity (whether by lapse of time, acceleration or otherwise) on the

March 31, 2015 EX-10.5A

Compensation Arrangement Dr. Richard Franklin

Exhibit 10.5(a) Compensation Arrangement Dr. Richard Franklin Effective March 1, 2015, the annual compensation to which Dr. Richard Franklin is entitled under his consulting agreement with Pathfinder Cell Therapy, Inc. has been reduced to $60,000.

March 31, 2015 EX-10.20A

Compensation Arrangement Mr. John Benson

Exhibit 10.20(a) Compensation Arrangement Mr. John Benson Effective March 1, 2015, the annual salary to which Mr. John Benson is entitled under his employment agreement with Pathfinder Cell Therapy, Inc. has been reduced to $73,000.

March 31, 2015 EX-10.19

CONVERTIBLE PROMISSORY NOTE

Exhibit 10.19 CONVERTIBLE PROMISSORY NOTE $ Cambridge, Massachusetts Date: For value received, the undersigned, Pathfinder Cell Therapy, Inc., a Delaware corporation (the ? Borrower ?), hereby unconditionally promises to pay to the order of (the ? Payee ?), the principal sum of $ and 00/100 Dollars ($ ), together with interest to maturity (whether by lapse of time, acceleration or otherwise) on th

March 31, 2015 EX-10.12(B)

2

EX-10.12(B) 3 f10k2014ex10xiibpathfinder.htm EXTENSION NO. 3 TO RESEARCH AGREEMENT Exhibit 10.12(b) Pathfinder, LLC 12 Bow Street Cambridge MA 02138 USA STRICTLY PRIVATE AND CONFIDENTIAL 28 March 2013 Dear Sirs Research Agreement — Extension No. 3 We refer to our recent discussions regarding the research agreement between The University Court of the University of Glasgow (the University) and Pathf

March 31, 2015 10-K

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K (Mark One)

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2014 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 0-20580 Pathfinder Cell Therapy, Inc.

March 6, 2015 8-K

Pathfinder Cell Therapy CURRENT REPORT (Current Report/Significant Event)

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) March 5, 2015 Pathfinder Cell Therapy, Inc. (Exact name of Registrant as Specified in its Charter) Delaware 0-20580 14-1745197 (State or Other Jurisdiction of Incorporation) (Commissio

February 3, 2015 8-K

Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Unregistered Sales of Equity Securities

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) February 2, 2015 Pathfinder Cell Therapy, Inc. (Exact name of Registrant as Specified in its Charter) Delaware 0-20580 14-1745197 (State or Other Jurisdiction of Incorporation) (Commis

December 31, 2014 8-K

Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Unregistered Sales of Equity Securities

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 30, 2014 Pathfinder Cell Therapy, Inc. (Exact name of Registrant as Specified in its Charter) Delaware 0-20580 14-1745197 (State or Other Jurisdiction (Commission file Number)

December 2, 2014 8-K

Unregistered Sales of Equity Securities, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

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) November 28, 2014 Pathfinder Cell Therapy, Inc. (Exact name of Registrant as Specified in its Charter) Delaware 0-20580 14-1745197 (State or Other Jurisdiction of Incorporation) (Commi

November 14, 2014 10-Q

SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q (Mark One) þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2014 o TRANSITION REPORT PURSUANT TO S

SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2014 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 0-20580 Pathfinder Cell Therapy, Inc.

November 14, 2014 EX-10.1

CONVERTIBLE PROMISSORY NOTE

EX-10.1 2 f10q0914ex10ipathfinder.htm FORM OF PROMISSORY NOTES Exhibit 10.1 CONVERTIBLE PROMISSORY NOTE $ Cambridge, Massachusetts Date: For value received, the undersigned, Pathfinder Cell Therapy, Inc., a Delaware corporation (the “ Borrower ”), hereby unconditionally promises to pay to the order of (the “ Payee ”), the principal sum of $ and 00/100 Dollars ($ ), together with interest to maturi

October 28, 2014 8-K

Unregistered Sales of Equity Securities, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

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) October 24, 2014 Pathfinder Cell Therapy, Inc. (Exact name of Registrant as Specified in its Charter) Delaware 0-20580 14-1745197 (State or Other Jurisdiction (Commission file Number)

September 26, 2014 8-K

Unregistered Sales of Equity Securities, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

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 25, 2014 Pathfinder Cell Therapy, Inc. (Exact name of Registrant as Specified in its Charter) Delaware 0-20580 14-1745197 (State or Other Jurisdictionof Incorporation) (Commi

August 26, 2014 8-K

Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Unregistered Sales of Equity Securities

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) August 21, 2014 Pathfinder Cell Therapy, Inc. (Exact name of Registrant as Specified in its Charter) Delaware 0-20580 14-1745197 (State or Other Jurisdiction (Commission file Number) (

August 14, 2014 EX-10.1

CONVERTIBLE PROMISSORY NOTE

EX-10.1 2 f10q0614ex10ipathfinder.htm CONVERTIBLE PROMISSORY NOTE Exhibit 10.1 CONVERTIBLE PROMISSORY NOTE $ Cambridge, Massachusetts Date: For value received, the undersigned, Pathfinder Cell Therapy, Inc., a Delaware corporation (the “ Borrower ”), hereby unconditionally promises to pay to the order of (the “ Payee ”), the principal sum of $ and 00/100 Dollars ($ ), together with interest to mat

August 14, 2014 10-Q

SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q (Mark One) þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2014 o TRANSITION REPORT PURSUANT TO SECTIO

SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q (Mark One) þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2014 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 0-20580 Pathfinder Cell Therapy, Inc.

August 6, 2014 8-K

Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Unregistered Sales of Equity Securities

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) August 5, 2014 Pathfinder Cell Therapy, Inc. (Exact name of Registrant as Specified in its Charter) Delaware 0-20580 14-1745197 (State or Other Jurisdiction of Incorporation) (Commissi

June 30, 2014 8-K

Unregistered Sales of Equity Securities, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

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) June 26, 2014 Pathfinder Cell Therapy, Inc. (Exact name of Registrant as Specified in its Charter) Delaware 0-20580 14-1745197 (State or Other Jurisdiction (Commission file Number) (IR

June 9, 2014 8-K

Unregistered Sales of Equity Securities, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant - 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) June 5, 2014 Pathfinder Cell Therapy, Inc. (Exact name of Registrant as Specified in its Charter) Delaware 0-20580 14-1745197 (State or Other Jurisdiction (Commission file Number) (IRS

May 29, 2014 8-K

Unregistered Sales of Equity Securities, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

8-K 1 f8k052814pathfindercell.htm 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) May 28, 2014 Pathfinder Cell Therapy, Inc. (Exact name of Registrant as Specified in its Charter) Delaware 0-20580 14-1745197 (State or

May 27, 2014 10-K/A

SECURITIES AND EXCHANGE COMMISSION

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K/A (Amendment No. 3) (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2012 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 0-20580 Pathfinder

May 15, 2014 10-Q

SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q (Mark One) þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2014 o TRANSITION REPORT PURSUANT TO SECTI

SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q (Mark One) þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2014 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 0-20580 Pathfinder Cell Therapy, Inc.

April 30, 2014 10-K/A

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K/A (Amendment No. 1)

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K/A (Amendment No. 1) (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2013 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 0-20580 Pathfinder

April 30, 2014 EX-10.12

CONVERTIBLE PROMISSORY NOTE

EX-10.12 2 f10k2013a1ex10xiipathfinder.htm FORM OF PROMISSORY NOTES Exhibit 10.12 CONVERTIBLE PROMISSORY NOTE $ Cambridge, Massachusetts Date: For value received, the undersigned, Pathfinder Cell Therapy, Inc., a Delaware corporation (the “Borrower”), hereby unconditionally promises to pay to the order of (the “ Payee ”), the principal sum of $ and 00/100 Dollars ($ ), together with interest to ma

April 25, 2014 8-K

Unregistered Sales of Equity Securities, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant - FORM 8-K

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 24, 2014 Pathfinder Cell Therapy, Inc. (Exact name of Registrant as Specified in its Charter) Delaware 0-20580 14-1745197 (State or Other Jurisdiction of Incorporation) (Commissi

March 31, 2014 EX-10.19

CONVERTIBLE PROMISSORY NOTE

Exhibit 10.19 CONVERTIBLE PROMISSORY NOTE $ Cambridge, Massachusetts Date: For value received, the undersigned, Pathfinder Cell Therapy, Inc., a Delaware corporation (the ?Borrower?), hereby unconditionally promises to pay to the order of (the ? Payee ?), the principal sum of $ and 00/100 Dollars ($ ), together with interest to maturity (whether by lapse of time, acceleration or otherwise) on the

March 31, 2014 10-K

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2013

f10k2013pathfindercell.htm SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2013 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 0-20580 Pat

March 31, 2014 10-K/A

SECURITIES AND EXCHANGE COMMISSION

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K/A (Amendment No. 2) (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2012 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 0-20580 Pathfinder

March 28, 2014 8-K

Unregistered Sales of Equity Securities, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant - FORM 8K

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) March 25, 2014 Pathfinder Cell Therapy, Inc. (Exact name of Registrant as Specified in its Charter) Delaware 0-20580 14-1745197 (State or Other Jurisdiction of Incorporation) (Commissi

February 24, 2014 8-K

Unregistered Sales of Equity Securities, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant - 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)February 24, 2014 Pathfinder Cell Therapy, Inc. (Exact name of Registrant as Specified in its Charter) Delaware 0-20580 14-1745197 (State or Other Jurisdiction (Incorporation) (Commissi

January 27, 2014 8-K

Unregistered Sales of Equity Securities, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant - 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) January 21, 2014 Pathfinder Cell Therapy, Inc. (Exact name of Registrant as Specified in its Charter) Delaware 0-20580 14-1745197 (State or Other Jurisdiction (Commission file Number)

December 23, 2013 8-K

Unregistered Sales of Equity Securities, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant - FORM 8-K

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 20, 2013 Pathfinder Cell Therapy, Inc. (Exact name of Registrant as Specified in its Charter) Delaware 0-20580 14-1745197 (State or Other Jurisdiction of Incorporation) (Commi

December 13, 2013 CORRESP

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Pathfinder Cell Therapy, Inc. 12 Bow Street Cambridge, Massachusetts 02138 December 13, 2013 Division of Corporation Finance Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549-3628 Attention: Kevin L. Vaughn, Accounting Branch Chief Jay Webb Tara Harkins Re: Pathfinder Cell Therapy, Inc. Form 10-K for the Fiscal Year Ended December 31, 2012 Filed April 1, 2013 File No. 00

November 26, 2013 8-K

Unregistered Sales of Equity Securities, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant - 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) November 22, 2013 Pathfinder Cell Therapy, Inc. (Exact name of Registrant as Specified in its Charter) Delaware 0-20580 14-1745197 (State or Other Jurisdiction (Commission file Number)

November 14, 2013 10-Q

SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q (Mark One) þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2013 o TRANSITION REPORT PURSUANT TO S

SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q (Mark One) þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2013 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 0-20580 Pathfinder Cell Therapy, Inc.

November 14, 2013 EX-10.1

CONVERTIBLE PROMISSORY NOTE

EX-10.1 2 f10q0913ex10ipathfinder.htm FORM OF PROMISSORY NOTES ISSUED BY REGISTRANT IN FAVOR OF INVESTORS DURING 2012 AND 2013 AGGREGATING $3,475,000 IN PRINCIPAL AMOUNT THROUGH OCTOBER 31, 2013, INCLUDING SCHEDULE OF INVESTORS. Exhibit 10.1 CONVERTIBLE PROMISSORY NOTE $ Cambridge, Massachusetts Date: For value received, the undersigned, Pathfinder Cell Therapy, Inc., a Delaware corporation (the “

October 25, 2013 CORRESP

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CORRESP 1 filename1.htm Pathfinder Cell Therapy, Inc. 12 Bow Street Cambridge, Massachusetts 02138 Division of Corporation Finance Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549-3628 Attention: Kevin L. Vaughn, Accounting Branch Chief Jay Webb Tara Harkins Re: Pathfinder Cell Therapy, Inc. Form 10-K for the Fiscal Year Ended December 31, 2012 Filed April 1, 2013 File

October 24, 2013 8-K

Unregistered Sales of Equity Securities, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant - 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) October 22, 2013 Pathfinder Cell Therapy, Inc. (Exact name of Registrant as Specified in its Charter) Delaware 0-20580 14-1745197 (State or Other Jurisdiction (Commission file Number)

October 22, 2013 CORRESP

-

Pathfinder Cell Therapy, Inc. 12 Bow Street Cambridge, Massachusetts 02138 Division of Corporation Finance Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549-3628 Attention: Kevin L. Vaughn, Accounting Branch Chief Jay Webb Tara Harkins Re: Pathfinder Cell Therapy, Inc. Form 10-K for the Fiscal Year Ended December 31, 2012 Filed April 1, 2013 File No. 000-20580 Ladies and

September 30, 2013 8-K

Unregistered Sales of Equity Securities, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant - 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) September 26, 2013 Pathfinder Cell Therapy, Inc. (Exact name of Registrant as Specified in its Charter) Delaware 0-20580 14-1745197 (State or Other Jurisdiction (Commission file Number

August 23, 2013 8-K

Unregistered Sales of Equity Securities, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant - FORM 8-K

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) August 22, 2013 Pathfinder Cell Therapy, Inc. (Exact name of Registrant as Specified in its Charter) Delaware 0-20580 14-1745197 (State or Other Jurisdiction of Incorporation) (Commiss

August 14, 2013 10-Q

SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q (Mark One) þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2013 o TRANSITION REPORT PURSUANT TO SECTIO

SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q (Mark One) þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2013 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 0-20580 Pathfinder Cell Therapy, Inc.

August 14, 2013 EX-10.1

CONVERTIBLE PROMISSORY NOTE

EX-10.1 2 f10q0613ex10ipathfinder.htm FORM OF PROMISSORY NOTES ISSUED BY REGISTRANT IN FAVOR OF INVESTORS DURING 2012 AND 2013 AGGREGATING $3,1400,000 IN PRINCIPAL AMOUNT THROUGH JULY 31, 2013, INCLUDING SCHEDULE OF INVESTORS. Exhibit 10.1 CONVERTIBLE PROMISSORY NOTE $ Cambridge, Massachusetts Date: For value received, the undersigned, Pathfinder Cell Therapy, Inc., a Delaware corporation (the “ B

July 29, 2013 8-K

Unregistered Sales of Equity Securities, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant - 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) July 24, 2013 Pathfinder Cell Therapy, Inc. (Exact name of Registrant as Specified in its Charter) Delaware 0-20580 14-1745197 (State or Other Jurisdiction (Commission file Number) (IR

July 1, 2013 8-K

Unregistered Sales of Equity Securities, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant - FORM 8-K

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) June 26, 2013 Pathfinder Cell Therapy, Inc. (Exact name of Registrant as Specified in its Charter) Delaware 0-20580 14-1745197 (State or Other Jurisdiction of Incorporation) (Commissio

May 29, 2013 8-K

Unregistered Sales of Equity Securities, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant - 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) May 28, 2013 Pathfinder Cell Therapy, Inc. (Exact name of Registrant as Specified in its Charter) Delaware 0-20580 14-1745197 (State or Other Jurisdiction of Incorporation) (Commission

May 15, 2013 10-Q

SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q (Mark One) þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2013 o TRANSITION REPORT PURSUANT TO SECTI

SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q (Mark One) þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2013 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 0-20580 Pathfinder Cell Therapy, Inc.

May 15, 2013 EX-10.1

CONVERTIBLE PROMISSORY NOTE

EX-10.1 2 f10q0313ex10ipathfindercell.htm CONVERTIBLE PROMISSORY NOTE Exhibit 10.1 CONVERTIBLE PROMISSORY NOTE $ Cambridge, Massachusetts Date: For value received, the undersigned, Pathfinder Cell Therapy, Inc., a Delaware corporation (the “Borrower”), hereby unconditionally promises to pay to the order of (the “Payee”), the principal sum of $ and 00/100 Dollars ($), together with interest to matu

April 30, 2013 EX-10.15B

[ University of Glasgow letterhead ]

Exhibit 10.15b [ University of Glasgow letterhead ] Pathfinder, LLC 12 Bow Street Cambridge MA 02138 USA 28 March 2013 STRICTLY PRIVATE AND CONFIDENTIAL Dear Sirs Research Agreement ? Extension No. 3 We refer to our recent discussions regarding the research agreement between The University Court of the University of Glasgow (the University) and Pathfinder, LLC (now a wholly owned subsidiary of Pat

April 30, 2013 10-K/A

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K/A (Amendment No. 1)

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K/A (Amendment No. 1) (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2012 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 0-20580 Pathfinder

April 30, 2013 EX-10.22

CONVERTIBLE PROMISSORY NOTE

Exhibit 10.22 CONVERTIBLE PROMISSORY NOTE $ Cambridge, Massachusetts Date: For value received, the undersigned, Pathfinder Cell Therapy, Inc., a Delaware corporation (the ?Borrower?), hereby unconditionally promises to pay to the order of (the ?Payee?), the principal sum of $ and 00/100 Dollars ($), together with interest to maturity (whether by lapse of time, acceleration or otherwise) on the bal

April 4, 2013 8-K

Unregistered Sales of Equity Securities, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

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 2, 2013 Pathfinder Cell Therapy, Inc. (Exact name of Registrant as Specified in its Charter) Delaware 0-20580 14-1745197 (State or Other Jurisdiction of Incorporation) (Commissio

April 1, 2013 10-K

SECURITIES AND EXCHANGE COMMISSION

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2012 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 0-20580 Pathfinder Cell Therapy, Inc.

April 1, 2013 EX-10.19

CONVERTIBLE PROMISSORY NOTE $__________ Cambridge, Massachusetts Date: ___________

EX-10.19 2 f10k2012ex10xixpathfinder.htm SCHEDULE OF PROMISSORY NOTES Exhibit10.19 CONVERTIBLE PROMISSORY NOTE $ Cambridge, Massachusetts Date: For value received, the undersigned, Pathfinder Cell Therapy, Inc., a Delaware corporation (the “Borrower”), hereby unconditionally promises to pay to the order of (the “Payee”), the principal sum of $ and 00/100 Dollars ($), together with interest to matu

March 7, 2013 8-K

Unregistered Sales of Equity Securities, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant - FORM 8-K

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) March 4, 2013 Pathfinder Cell Therapy, Inc. (Exact name of Registrant as Specified in its Charter) Delaware 0-20580 14-1745197 (State or Other Jurisdiction of ncorporation) (Commission

January 31, 2013 8-K

Unregistered Sales of Equity Securities, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant - 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) January 28, 2013 Pathfinder Cell Therapy, Inc. (Exact name of Registrant as Specified in its Charter) Delaware 0-20580 14-1745197 (State or Other Jurisdiction of Incorporation) (Commis

January 15, 2013 8-K

Unregistered Sales of Equity Securities, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant - FORM 8-K

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) January 9, 2013 Pathfinder Cell Therapy, Inc. (Exact name of Registrant as Specified in its Charter) Delaware 0-20580 14-1745197 (State or Other Jurisdiction of Incorporation) (Commiss

December 28, 2012 8-K

Unregistered Sales of Equity Securities, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant - 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) December 21, 2012 Pathfinder Cell Therapy, Inc. (Exact name of Registrant as Specified in its Charter) Delaware 0-20580 14-1745197 (State or Other Jurisdiction of Incorporation) (Commi

December 7, 2012 8-K

Unregistered Sales of Equity Securities, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant - FORM 8-K

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 4, 2012 Pathfinder Cell Therapy, Inc. (Exact name of Registrant as Specified in its Charter Delaware 0-20580 14-1745197 (State or Other Jurisdiction of Incorporation) (Commiss

November 26, 2012 8-K

Unregistered Sales of Equity Securities, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant - 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) November 20, 2012 Pathfinder Cell Therapy, Inc. (Exact name of Registrant as Specified in its Charter) Delaware 0-20580 14-1745197 (State or Other Jurisdiction (Commission file Number)

November 14, 2012 EX-10.1

CONVERTIBLE PROMISSORY NOTE #8

Exhibit 10.1 CONVERTIBLE PROMISSORY NOTE #8 $100,000.00 Cambridge, Massachusetts Date: August 17, 2012 For value received, the undersigned, Pathfinder Cell Therapy, Inc., a Delaware corporation (the ? Borrower ?), hereby unconditionally promises to pay to the order of Breisgau Bio Ventures SA (the ? Payee ?), the principal sum of $100,000 and 00/100 Dollars ($100,000.00 ), together with interest t

November 14, 2012 10-Q

SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q

SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q (Mark One) þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2012 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 0-20580 Pathfinder Cell Therapy, Inc.

October 29, 2012 8-K

Unregistered Sales of Equity Securities, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant - 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) October 23, 2012 Pathfinder Cell Therapy, Inc. (Exact name of Registrant as Specified in its Charter) Delaware 0-20580 14-1745197 (State or Other Jurisdiction of Incorporation) (Commis

October 4, 2012 8-K

Unregistered Sales of Equity Securities, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant - 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) October 1, 2012 Pathfinder Cell Therapy, Inc. (Exact name of Registrant as Specified in its Charter) Delaware 0-20580 14-1745197 (State or Other Jurisdiction of Incorporation) (Commiss

August 22, 2012 8-K

Unregistered Sales of Equity Securities, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant - 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) August 17, 2012 Pathfinder Cell Therapy, Inc. (Exact name of Registrant as Specified in its Charter) Delaware 0-20580 14-1745197 (State or Other Jurisdiction of Incorporation) (Commiss

August 14, 2012 EX-10.1

CONVERTIBLE PROMISSORY NOTE #5 $270,000.00 Cambridge, Massachusetts Date: May 25, 2012

EX-10.1 2 f10q0612ex10i.htm PROMISSORY NOTE ISSUED BY REGISTRANT IN FAVOR OF SKYE ASSET MANAGEMENT SA Exhibit 10.1 CONVERTIBLE PROMISSORY NOTE #5 $270,000.00 Cambridge, Massachusetts Date: May 25, 2012 For value received, the undersigned, Pathfinder Cell Therapy, Inc., a Delaware corporation (the “Borrower”), hereby unconditionally promises to pay to the order of Skye Asset Management SA (the “Pay

August 14, 2012 EX-10.2

CONVERTIBLE PROMISSORY NOTE #6 $225,000.00 Cambridge, Massachusetts Date: June 20, 2012

EX-10.2 3 f10q0612ex10ii.htm PROMISSORY NOTES ISSUED BY REGISTRANT IN FAVOR OF VENTURA, INC. Exhibit 10.2 CONVERTIBLE PROMISSORY NOTE #6 $225,000.00 Cambridge, Massachusetts Date: June 20, 2012 For value received, the undersigned, Pathfinder Cell Therapy, Inc., a Delaware corporation (the “Borrower”), hereby unconditionally promises to pay to the order of Ventura, Inc. (the “Payee”), the principal

August 14, 2012 10-Q

SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q

SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2012 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 0-20580 Pathfinder Cell Therapy, Inc.

July 31, 2012 8-K

Unregistered Sales of Equity Securities, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant - 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) July 27, 2012 Pathfinder Cell Therapy, Inc. (Exact name of Registrant as Specified in its Charter) Delaware 0-20580 14-1745197 (State or Other Jurisdiction of Incorporation) (Commissio

June 20, 2012 8-K

Unregistered Sales of Equity Securities, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant - 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) June 20, 2012 Pathfinder Cell Therapy, Inc. (Exact name of Registrant as Specified in its Charter) Delaware 0-20580 14-1745197 (State or Other Jurisdiction of Incorporation) (Commissio

June 1, 2012 8-K

Unregistered Sales of Equity Securities, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant - 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) May 25, 2012 Pathfinder Cell Therapy, Inc. (Exact name of Registrant as Specified in its Charter) Delaware 0-20580 14-1745197 (State or Other Jurisdiction of Incorporation) (Commission

May 15, 2012 10-Q

SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q

SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2012 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 0-20580 Pathfinder Cell Therapy, Inc.

April 30, 2012 EX-10.15A

[ University of Glasgow letterhead ]

EX-10.15A 2 f10k2011a1ex1015apathfinder.htm RESEARCH AGREEMENT - EXTENSION NO. 2 Exhibit 10.15a [ University of Glasgow letterhead ] Pathfinder, LLC 12 Bow Street Cambridge MA 02138 USA 19 April 2012 STRICTLY PRIVATE AND CONFIDENTIAL Dear Sirs Research Agreement – Extension No. 2 We refer to our recent discussions regarding the research agreement between The University Court of the University of G

April 30, 2012 EX-10.22

CONVERTIBLE PROMISSORY NOTE #1

EX-10.22 3 f10k2011a1ex1022pathfinder.htm CONVERTIBLE PROMISSORY NOTE Exhibit 10.22 CONVERTIBLE PROMISSORY NOTE #1 $150,000.00 Cambridge, Massachusetts Date: February 1, 2012 For value received, the undersigned, Pathfinder Cell Therapy, Inc., a Delaware corporation (the “Borrower”), hereby unconditionally promises to pay to the order of Falcon Corporate Investments Limited (the “Payee”), the princ

April 30, 2012 10-K/A

SECURITIES AND EXCHANGE COMMISSION

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K/A (Amendment No. 1) (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2011 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 0-20580 Pathfinder

March 30, 2012 EX-10.24A

Compensation Arrangement with John Benson

EX-10.24A 8 f10k2011ex10xxivapathfinder.htm COMPENSATION ARRANGEMENT WITH JOHN BENSON Exhibit 10.24(a) Compensation Arrangement with John Benson Effective January 1, 2012, the annual salary to which Mr. John Benson is entitled under his employment agreement with Pathfinder Cell Therapy, Inc. (the “Company”) has been set at $106,923.96, reflecting a 20% reduction in the salary to which he otherwise

March 30, 2012 EX-10.23

CONVERTIBLE PROMISSORY NOTE #3

EX-10.23 6 f10k2011ex10vxiiipathfinder.htm CONVERTIBLE PROMISSORY NOTE Exhibit 10.23 CONVERTIBLE PROMISSORY NOTE #3 $250,000.00 Cambridge, Massachusetts Date: March 15, 2012 For value received, the undersigned, Pathfinder Cell Therapy, Inc., a Delaware corporation (the “Borrower”), hereby unconditionally promises to pay to the order of Skye Asset Management SA (the “Payee”), the principal sum of $

March 30, 2012 10-K

SECURITIES AND EXCHANGE COMMISSION

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2011 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 0-20580 Pathfinder Cell Therapy, Inc.

March 30, 2012 EX-10.22

CONVERTIBLE PROMISSORY NOTE #1

Exhibit 10.22 CONVERTIBLE PROMISSORY NOTE #1 $150,000.00 Cambridge, Massachusetts Date: February 1, 2012 For value received, the undersigned, Pathfinder Cell Therapy, Inc., a Delaware corporation (the “Borrower”), hereby unconditionally promises to pay to the order of Falcon Corporate Investments Limited (the “Payee”), the principal sum of $150,000 and 00/100 Dollars ($150,000.00), together with i

March 30, 2012 EX-10.2

RESEARCH AND LICENSE AGREEMENT

Exhibit 10.2 RESEARCH AND LICENSE AGREEMENT Made in Jerusalem this 1st day of December 2011 (the ?Effective Date?), by and between: YISSUM RESEARCH DEVELOPMENT COMPANY OF THE HEBREW UNIVERSITY OF JERUSALEM, LTD., of Hi Tech Park, Edmond J. Safra Campus, Givat Ram, Jerusalem 91390, Israel (?Yissum?) of the one part; and PATHFINDER CELL THERAPY, INC., of 12 Bow Street, Cambridge, Massachusetts 02138

March 30, 2012 EX-10.24

EMPLOYMENT AGREEMENT

Exhibit 10.24 EMPLOYMENT AGREEMENT THIS AGREEMENT made in Iselin, New Jersey as of September 8, 2006, between SyntheMed, Inc., a Delaware corporation (the "Company") and John Benson the undersigned individual ("Executive"). In consideration of the mutual covenants and agreements hereinafter set forth, the Company and Executive agree as follows: 1. Agreement Term. The term of this Agreement shall b

March 30, 2012 EX-10.6

SYNTHEMED, INC. 2006 STOCK OPTION PLAN

Exhibit 10.6 SYNTHEMED, INC. 2006 STOCK OPTION PLAN (As originally adopted by the Board of Directors on November 11, 2005 and approved by stockholders on April 25, 2006, and as subsequently amended by the Board of Directors on December 22, 2010 and approved by stockholders on August 25, 2011) The purpose of the SyntheMed, Inc. 2006 Stock Option Plan (the “Plan”) is to enhance the ability of Synthe

March 30, 2012 EX-21

List of Subsidiaries

EX-21 9 f10k2011ex21pathfinder.htm LIST OF SUBSIDIARIES Exhibit 21 List of Subsidiaries Set forth below is the name and jurisdiction of organization of each subsidiary of Pathfinder Cell Therapy, Inc.: Name Place of Organization Pathfinder, LLC Massachusetts

March 30, 2012 EX-3.2A

Amendment to Bylaws Pathfinder Cell Therapy, Inc. (Adopted by the Board of Directors on September 29, 2011)

Exhibit 3.2(a) Amendment to Bylaws of Pathfinder Cell Therapy, Inc. (Adopted by the Board of Directors on September 29, 2011) Section 3.10 of the Company?s Bylaws be, and hereby is, amended to include the italicized words below, such that the same shall read in its entirety as follows: Acting Without a Meeting. Any action required or permitted to be taken at any meeting of the Board of Directors o

March 22, 2012 8-K

Unregistered Sales of Equity Securities, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant - 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) March 15, 2012 Pathfinder Cell Therapy, Inc. (Exact name of Registrant as Specified in its Charter) Delaware 0-20580 14-1745197 (State or Other Jurisdiction of Incorporation) (Commissi

February 29, 2012 8-K

Unregistered Sales of Equity Securities, Changes in Registrant's Certifying Accountant, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

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) October 28, 2011 Pathfinder Cell Therapy, Inc. (Exact name of Registrant as Specified in its Charter) Delaware 0-20580 14-1745197 (State or Other Jurisdiction Identification No.) (Comm

December 16, 2011 SC 13D

SECURITIES AND EXCHANGE COMMISSION WASHINGTON D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO RULED 13d-2(a) UNDER THE SECURITIES ACT OF 1934 Pat

SECURITIES AND EXCHANGE COMMISSION WASHINGTON D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO RULED 13d-2(a) UNDER THE SECURITIES ACT OF 1934 Pathfinder Cell Therapy, Inc. (Name of Issuer) Common Stock 70319A 10 6 (Title of class of securities) (CUSIP number) Richard L. Franklin c/o Pathfinder

December 7, 2011 8-K

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 1, 2011 Pathfinder Cell T

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 1, 2011 Pathfinder Cell Therapy, Inc. (Exact name of Registrant as Specified in its Charter) Delaware 0-20580 14-1745197 (State or Other Jurisdiction (Commission file Number)

November 21, 2011 EX-10.7

WARRANT TO PURCHASE COMMON STOCK [6,276,306] Shares of Common Stock PATHFINDER CELL THERAPY, INC.

Broker Warrant No: A THIS WARRANT AND THE SHARES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE ?ACT?), STATE SECURITIES LAWS IN THE UNITED STATES OR THE SECURITIES LAW OF ANY OTHER COUNTRY AND MAY NOT BE SOLD, TRANSFERRED, PLEDGED, HYPOTHECATED OR OTHERWISE DISPOSED OF UNLESS (A) SUCH TRANSACTION OCCURS OUTSIDE THE U

November 21, 2011 EX-10.8

PATHFINDER CELL THERAPY, INC.

This Note has not been registered under the Securities Act of 1933 or any other applicable securities laws, and thus may not be transferred unless registered under the Securities Act of 1933 and such other laws or unless an exemption from registration is available.

November 21, 2011 EX-10.5

SUBSCRIPTION AGREEMENT

EX-10.5 5 v241139ex10-5.htm SUBSCRIPTION AGREEMENT TO: SYNTHEMED, INC. AND TO: CLUBB CAPITAL LIMITED RE: SUBSCRIPTION FOR SHARES 1. Subscription The undersigned (the “Purchaser”) hereby irrevocably subscribes for on and subject to the terms and conditions set forth herein, from SyntheMed, Inc., a Delaware corporation (the “Corporation”), the number of shares of common stock, par value of $0.001 pe

November 21, 2011 10-Q

SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q

SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q (Mark One) þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2011 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 0-20580 Pathfinder Cell Therapy, Inc.

November 21, 2011 EX-10.6

AGENCY AGREEMENT

EX-10.6 6 v241139ex10-6.htm AGENCY AGREEMENT August 31, 2011 SyntheMed, Inc. 49 Copper Hill Park Ringwood, New Jersey 07456 United States Attention: Mr. Richard L. Franklin Executive Chairman Dear Sirs: Re: Offering of Shares Clubb Capital Limited (the “Agent”), understands that SyntheMed, Inc. (the “Corporation”), a Delaware corporation, proposes to issue to investors secured by the Agent, up to

November 21, 2011 EX-10.3

EX-10.3

November 21, 2011 EX-10.2

EX-10.2

November 21, 2011 EX-10.1

EX-10.1

November 15, 2011 NT 10-Q

OMB APPROVAL

OMB APPROVAL OMB Number: 3235-0058 Expires: April 30, 2012 Estimated average burden hours per response .

September 9, 2011 8-K

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 2, 2011 Pathfinder Cell

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 2, 2011 Pathfinder Cell Therapy, Inc. (Exact name of Registrant as Specified in its Charter) Delaware 0-20580 14-1745197 (State or Other Jurisdiction (Commission file Number)

September 9, 2011 EX-3.1

EX-3.1

September 9, 2011 EX-16.1

EX-16.1

August 31, 2011 8-K

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) August 25, 2011 SyntheMed, Inc. (E

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) August 25, 2011 SyntheMed, Inc. (Exact name of Registrant as Specified in its Charter) Delaware 0-20580 14-1745197 (State or Other Jurisdiction (Commission file Number) (IRS Employer o

August 15, 2011 EX-2.1

AMENDMENT NO. 3 TO AGREEMENT AND PLAN OF MERGER

Exhibit 2.1 AMENDMENT NO. 3 TO AGREEMENT AND PLAN OF MERGER This Amendment No. 3 (this “Amendment”) dated as of May 27, 2011 to the Agreement and Plan of Merger referred to below by and among SyntheMed, Inc., a Delaware corporation (“SyntheMed”), SYMD Acquisition Sub, Inc., a newly-formed Massachusetts corporation and a wholly-owned subsidiary of SyntheMed (“Merger Sub”), and Pathfinder, LLC, a Ma

August 15, 2011 10-Q

SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q

SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q (Mark One) þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2011 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 0-20580 SYNTHEMED, INC.

August 15, 2011 EX-10.1

AMENDMENT NO. 3 TO REVOLVING CREDIT AND SECURITY AGREEMENT

EX-10.1 3 v231197ex10-1.htm EXHIBIT 10.1 Exhibit 10.1 AMENDMENT NO. 3 TO REVOLVING CREDIT AND SECURITY AGREEMENT This Amendment No. 3 (this “Amendment”) dated as of May 27, 2011 to the Revolving Credit And Security Agreement referred to below by and between SyntheMed, Inc., a Delaware corporation (the “Borrower”), and Pathfinder, LLC, a Massachusetts limited liability company (the “Lender”). WITNE

July 26, 2011 DEFM14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14A (Rule 14a-101) SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. 4)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14A (Rule 14a-101) SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.

July 15, 2011 CORRESP

Eilenberg & Krause llp 11 east 44th street, 19th Floor new york, new york 10017

Eilenberg & Krause llp 11 east 44th street, 19th Floor new york, new york 10017 Telephone: (212) 986-9700 Facsimile: (212) 986-2399 July 15, 2011 Division of Corporation Finance Securities and Exchange Commission 100 F Street, N.

July 15, 2011 PRER14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14A (Rule 14a-101) SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. 4)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14A (Rule 14a-101) SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.

July 5, 2011 CORRESP

Eilenberg & Krause LLP 11 East 44th Street, 19th Floor New York, New York 10017

Eilenberg & Krause LLP 11 East 44th Street, 19th Floor New York, New York 10017 Telephone: (212) 986-9700 Facsimile: (212) 986-2399 July 5, 2011 Division of Corporation Finance Securities and Exchange Commission 100 F Street, N.

June 7, 2011 8-K

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) May 27, 2011 SyntheMed, Inc. (Exac

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) May 27, 2011 SyntheMed, Inc. (Exact name of Registrant as Specified in its Charter) Delaware 0-20580 14-1745197 (State or Other Jurisdiction (Commission file Number) (IRS Employer of I

May 27, 2011 CORRESP

Eilenberg & Krause LLP 11 East 44th Street, 19th Floor New York, New York 10017

Eilenberg & Krause LLP 11 East 44th Street, 19th Floor New York, New York 10017 Telephone: (212) 986-9700 Facsimile: (212) 986-2399 May 27, 2011 Division of Corporation Finance Securities and Exchange Commission 100 F Street, N.

May 27, 2011 PRER14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14A (Rule 14a-101) SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. 3)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14A (Rule 14a-101) SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.

May 16, 2011 10-Q

SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q

SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q (Mark One) þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2011 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 0-20580 SYNTHEMED, INC.

May 5, 2011 PRER14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14A (Rule 14a-101) SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. 2)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14A (Rule 14a-101) SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.

May 5, 2011 CORRESP

Eilenberg & Krause llp 11 east 44th street 19th Floor new york, new york 10017

Eilenberg & Krause llp 11 east 44th street 19th Floor new york, new york 10017 Telephone: (212) 986-9700 Facsimile: (212) 986-2399 May 6, 2011 Division of Corporation Finance Securities and Exchange Commission 100 F Street, N.

May 2, 2011 EX-2.1

AMENDMENT NO. 2 TO AGREEMENT AND PLAN OF MERGER

Exhibit 2.1 AMENDMENT NO. 2 TO AGREEMENT AND PLAN OF MERGER This Amendment No. 2 (this ?Amendment?) dated as of April 14, 2011 to the Agreement and Plan of Merger referred to below by and among SyntheMed, Inc., a Delaware corporation (?SyntheMed?), SYMD Acquisition Sub, Inc., a newly-formed Massachusetts corporation and a wholly-owned subsidiary of SyntheMed (?Merger Sub?), and Pathfinder, LLC, a

May 2, 2011 EX-10.1

AMENDMENT NO. 2 TO REVOLVING CREDIT AND SECURITY AGREEMENT

Exhibit 10.1 AMENDMENT NO. 2 TO REVOLVING CREDIT AND SECURITY AGREEMENT This Amendment No. 2 (this ?Amendment?) dated as of April 14, 2011 to the Revolving Credit And Security Agreement referred to below by and between SyntheMed, Inc., a Delaware corporation (the ?Borrower?), and Pathfinder, LLC, a Massachusetts limited liability company (the ?Lender?). WITNESSETH: WHEREAS, Borrower and Lender are

May 2, 2011 10-K/A

SECURITIES AND EXCHANGE COMMISSION

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K/A (Amendment No. 1) (Mark One) [ X ] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2010 or [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 0-20580 SYNT

April 21, 2011 8-K

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 14, 2011 SyntheMed, Inc. (Ex

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 14, 2011 SyntheMed, Inc. (Exact name of Registrant as Specified in its Charter) Delaware 0-20580 14-1745197 (State or Other Jurisdiction (Commission file Number) (IRS Employer of

April 15, 2011 PRER14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14A (Rule 14a-101) SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.1)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14A (Rule 14a-101) SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.

April 15, 2011 CORRESP

Eilenberg & Krause llp 11 East 44th Street New York, New York 10017

Eilenberg & Krause llp 11 East 44th Street New York, New York 10017 Telephone: (212) 986-9700 Facsimile: (212) 986-2399 April 15, 2011 Division of Corporation Finance Securities and Exchange Commission 100 F Street, N.

March 25, 2011 EX-10.39

Termination of Engagement Letter

Exhibit 10.39 Termination of Engagement Letter This agreement (the “Agreement”) dated as of November 23, 2010, shall set forth the arrangement between Oppenheimer & Co. Inc. (“Oppenheimer”), and SyntheMed, Inc. (the “Company”), with respect to the proposed termination of that certain letter-agreement between Oppenheimer and the Company dated as of October 20, 2009 (the “Letter Agreement”). Capital

March 25, 2011 10-K

SECURITIES AND EXCHANGE COMMISSION

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2010 or ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 0-20580 SYNTHEMED, INC. (Exact name of

March 25, 2011 EX-10.36A

AMENDMENT NO. 1 TO REVOLVING CREDIT AND SECURITY AGREEMENT

Exhibit 10.36(a) AMENDMENT NO. 1 TO REVOLVING CREDIT AND SECURITY AGREEMENT This Amendment No. 1 (this ?Amendment?) dated as of February 15, 2011 to the Revolving Credit And Security Agreement referred to below by and between SyntheMed, Inc., a Delaware corporation (the ?Borrower?), and Pathfinder, LLC, a Massachusetts limited liability company (the ?Lender?). WITNESSETH: WHEREAS, Borrower and Len

March 25, 2011 EX-2.1A

AMENDMENT NO. 1 TO AGREEMENT AND PLAN OF MERGER

EX-2.1A 2 v215984ex2-1a.htm Exhibit 2.1(a) AMENDMENT NO. 1 TO AGREEMENT AND PLAN OF MERGER This Amendment No. 1 (this “Amendment”) dated as of February 15, 2011 to the Agreement and Plan of Merger referred to below by and among SyntheMed, Inc. , a Delaware corporation (“SyntheMed”), SYMD Acquisition Sub, Inc., a newly-formed Massachusetts corporation and a wholly-owned subsidiary of SyntheMed (“Me

March 25, 2011 EX-10.37

TERMINATION AGREEMENT

Exhibit 10.37 TERMINATION AGREEMENT This Termination Agreement (this “Agreement”) is entered into as of November 29, 2010 by Robert P. Hickey, currently residing at 92 Gooseneck Point Rd., Oceanport, NJ 07757(the “Executive”), and SyntheMed, Inc., a Delaware corporation (the “Company”). Executive and Company are sometimes referred to collectively as, the “Parties.” WHEREAS, Executive is employed b

March 25, 2011 EX-10.38

TERMINATION AGREEMENT

Exhibit 10.38 TERMINATION AGREEMENT This Termination Agreement (this ?Agreement?) is entered into as of November 29, 2010 by Eli Pines, PhD, currently residing at 57 Bond Street, New York, NY 10012 (the ?Executive?), and SyntheMed, Inc., a Delaware corporation (the ?Company?). Executive and Company are sometimes referred to collectively as, the ?Parties.? WHEREAS, Executive is employed by the Comp

February 22, 2011 8-K

Entry into a Material Definitive Agreement

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) February 15, 2011 SyntheMed, Inc. (Exact name of Registrant as Specified in its Charter) Delaware 0-20580 14-1745197 (State or Other Jurisdiction (Commission file Number) (IRS Employer

February 15, 2011 PREM14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14A (Rule 14a-101) SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No._)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14A (Rule 14a-101) SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.

December 28, 2010 EX-4.1

AMENDMENT TO RIGHTS AGREEMENT BETWEEN SYNTHEMED, INC. AND AMERICAN STOCK TRANSFER & TRUST COMPANY

AMENDMENT TO RIGHTS AGREEMENT BETWEEN SYNTHEMED, INC. AND AMERICAN STOCK TRANSFER & TRUST COMPANY THIS AMENDMENT TO RIGHTS AGREEMENT (the “Amendment”) is made as of the 22nd day of December 2010, by and between SyntheMed, Inc., a Delaware corporation (the “Company”), and American Stock Transfer & Trust Company, LLC, a New York limited liability company (the “Rights Agent”). WHEREAS, the Company is

December 28, 2010 EX-99.1

Pathfinder LLC and SyntheMed, Inc. Announce Merger Agreement

Pathfinder LLC and SyntheMed, Inc. Announce Merger Agreement Cambridge, MA and Iselin, NJ, December 22, 2010 / Pathfinder LLC, a private biotechnology company focused on the treatment of diseases characterized by organ-specific cell damage (?Pathfinder?), and SyntheMed, Inc. (OTCBB: SYMD), a biomaterials company (?SyntheMed? or the ?Company?), today announced that they have entered into a definiti

December 28, 2010 EX-2.1

AGREEMENT AND PLAN OF MERGER SYNTHEMED, INC., a Delaware corporation; SYMD ACQUISITION SUB, INC., a Massachusetts corporation; and PATHFINDER, LLC, a Massachusetts limited liability company Dated as of December 22, 2010 TABLE OF CONTENTS

EX-2.1 2 v206677ex2-1.htm AGREEMENT AND PLAN OF MERGER among: SYNTHEMED, INC., a Delaware corporation; SYMD ACQUISITION SUB, INC., a Massachusetts corporation; and PATHFINDER, LLC, a Massachusetts limited liability company Dated as of December 22, 2010 TABLE OF CONTENTS Page SECTION 1 DESCRIPTION OF TRANSACTION 1 1.1 Merger of Merger Sub with and into Pathfinder 1 1.2 Effect of the Merger 1 1.3 Cl

December 28, 2010 8-K

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

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 22, 2010 SyntheMed, Inc. (Exact name of Registrant as Specified in its Charter) Delaware 0-20580 14-1745197 (State or Other Jurisdiction (Commission file Number) (IRS Employer

November 30, 2010 8-K

Entry into a Material Definitive Agreement, Termination of a Material Definitive Agreement, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Other Events

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) November 29, 2010 SyntheMed, Inc. (Exact name of Registrant as Specified in its Charter) Delaware 0-20580 14-1745197 (State or Other Jurisdiction (Commission file Number) (IRS Employer

November 5, 2010 10-Q

SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q

SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q (Mark One) þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2010 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 0-20580 SYNTHEMED, INC.

November 5, 2010 EX-10.1

REVOLVING CREDIT AND SECURITY AGREEMENT

REVOLVING CREDIT AND SECURITY AGREEMENT THIS REVOLVING CREDIT AND SECURITY AGREEMENT (this “Agreement”) dated as of September 14, 2010 (this “Agreement”) is by and between SYNTHEMED, INC.

September 20, 2010 8-K

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 14, 2010 SyntheMed, Inc.

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 14, 2010 SyntheMed, Inc. (Exact name of Registrant as Specified in its Charter) Delaware 0-20580 14-1745197 (State or Other Jurisdiction (Commission file Number) (IRS Employe

August 11, 2010 10-Q

SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q

SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q (Mark One) þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2010 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 0-20580 SYNTHEMED, INC.

May 17, 2010 10-Q

SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q

SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q (Mark One) þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2010 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 0-20580 SYNTHEMED, INC.

April 27, 2010 10-K/A

SECURITIES AND EXCHANGE COMMISSION

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K/A (Amendment No. 1) (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2009 or ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 0-20580 SYNTHEMED,

March 22, 2010 10-K

SECURITIES AND EXCHANGE COMMISSION

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2009 or ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 0-20580 SYNTHEMED, INC. (Exact name of

March 22, 2010 EX-10.11

EX-10.11

EXHIBIT 10.11

December 28, 2009 8-K

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 24, 2009 SyntheMed, Inc.

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 24, 2009 SyntheMed, Inc. (Exact name of Registrant as Specified in its Charter) Delaware 0-20580 14-1745197 (State or Other Jurisdiction (Commission file Number) (IRS Employer

December 23, 2009 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Other Events

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 23, 2009 SyntheMed, Inc. (Exact name of Registrant as Specified in its Charter) Delaware 0-20580 14-1745197 (State or Other Jurisdiction (Commission file Number) (IRS Employer

November 6, 2009 EX-10.2

AGENCY AGREEMENT

AGENCY AGREEMENT September 30, 2009 SyntheMed, Inc. 200 Middlesex Essex Turnpike, Suite 210 Iselin, New Jersey 08830 United States Attention: Mr. Robert P. Hickey President and Chief Executive Officer Dear Sirs: Re: Offering of Units Clubb Capital Limited (the “Agent”), understands that SyntheMed, Inc. (the “Corporation”), a Delaware corporation, proposes to issue to investors secured by the Agent

November 6, 2009 10-Q

SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q

SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q (Mark One) þQUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2009 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 0-20580 SYNTHEMED, INC.

November 6, 2009 EX-10.3

WARRANT TO PURCHASE COMMON STOCK 350,000 Shares of Common Stock SYNTHEMED, INC.

Broker Warrant No: 2009-1 THIS WARRANT AND THE SHARES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE ?ACT?), STATE SECURITIES LAWS IN THE UNITED STATES OR THE SECURITIES LAW OF ANY OTHER COUNTRY AND MAY NOT BE SOLD, TRANSFERRED, PLEDGED, HYPOTHECATED OR OTHERWISE DISPOSED OF UNLESS (A) SUCH TRANSACTION OCCURS OUTSIDE

November 6, 2009 EX-10.1

SUBSCRIPTION AGREEMENT

EX-10.1 2 v165041ex10-1.htm SUBSCRIPTION AGREEMENT TO: SYNTHEMED, INC. AND TO: CLUBB CAPITAL LIMITED RE: SUBSCRIPTION FOR UNITS 1. Subscription The undersigned (the “Purchaser”) hereby irrevocably subscribes for on and subject to the terms and conditions set forth herein, from SyntheMed, Inc., a Delaware corporation (the “Corporation”), the number of units (the “Units”), set forth on the signature

October 6, 2009 8-K

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 30, 2009 SyntheMed, Inc.

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 30, 2009 SyntheMed, Inc. (Exact name of Registrant as Specified in its Charter) Delaware 0-20580 14-1745197 (State or Other Jurisdiction (Commission file Number) (IRS Employe

August 12, 2009 10-Q

SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q

SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q (Mark One) þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2009 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 0-20580 SYNTHEMED, INC.

May 14, 2009 10-Q

SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q

Table of Contents SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q (Mark One) þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2009 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 0-20580 SYNTHEMED, INC.

April 24, 2009 DEFA14A

SCHEDULE 14A (RULE 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant o Check

SCHEDULE 14A (RULE 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Definitive Proxy Statement x Definitive Additional Materials o Soliciting Material Pursuant to Rule 14a-11(c) or Rule 14a-12 o Confidential, For Use of the Commission Only (As Permitted by Rule 14a-6(e)(2)) SYNTHEMED, INC.

April 24, 2009 DEF 14A

SCHEDULE 14A (RULE 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant o Check

SCHEDULE 14A (RULE 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement x Definitive Proxy Statement o Definitive Additional Materials o Soliciting Material Pursuant to Rule 14a-11(c) or Rule 14a-12 o Confidential, For Use of the Commission Only (As Permitted by Rule 14a-6(e)(2)) SYNTHEMED, INC.

March 27, 2009 EX-10.39

SYNTHEMED, INC. STOCK OPTION AGREEMENT (Non-Qualified Stock Option)

EXHIBIT 10.39: Stock Option Agreement dated October 1, 2008 between Registrant and Richard L. Franklin, MD. SYNTHEMED, INC. STOCK OPTION AGREEMENT (Non-Qualified Stock Option) AGREEMENT entered into as of the date set forth on the signature page hereto by and between SyntheMed, Inc., a Delaware corporation, with a business address of 200 Middlesex Essex Turnpike, Iselin, New Jersey (together with

March 27, 2009 10-K

SECURITIES AND EXCHANGE COMMISSION

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2008 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 0-20580 SYNTHEMED, INC. (Exact name of

March 27, 2009 EX-10.40

SYNTHEMED, INC. STOCK OPTION AGREEMENT (Non-Qualified Stock Option)

EXHIBIT 10.40: Stock Option Agreement dated October 1, 2008 between Registrant and Gere S. diZerega, MD. SYNTHEMED, INC. STOCK OPTION AGREEMENT (Non-Qualified Stock Option) AGREEMENT entered into as of the date set forth on the signature page hereto by and between SyntheMed, Inc., a Delaware corporation, with a business address of 200 Middlesex Essex Turnpike, Iselin, New Jersey (together with its

February 25, 2009 8-K

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) February 19, 2009 SyntheMed, Inc.

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) February 19, 2009 SyntheMed, Inc. (Exact name of Registrant as Specified in its Charter) Delaware 0-20580 14-1745197 (State or Other Jurisdiction (Commission file Number) (IRS Employer

February 25, 2009 EX-10.1

[SYNTHEMED LETTERHEAD]

[SYNTHEMED LETTERHEAD] AMENDMENT NO.6 dated as of this 6th day of February 2009 (“Amendment No. 6”) between SYNTHEMED, INC. (formerly LIFE MEDICAL SCIENCES, INC.; the “Company”) and YISSUM RESEARCH DEVELOPMENT COMPANY OF THE HEBREW UNIVERSITY OF JERUSALEM (“Yissum”). WITNESSETH: WHEREAS, the parties have entered into an agreement dated June 14, 1991 (the “1991 Agreement”), which 1991 Agreement has

February 12, 2009 8-K

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) February 6, 2009 SyntheMed, Inc. (

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) February 6, 2009 SyntheMed, Inc. (Exact name of Registrant as Specified in its Charter) Delaware 0-20580 14-1745197 (State or Other Jurisdiction (Commission file Number) (IRS Employer

November 14, 2008 EX-10.1

Consulting Agreement effective October 1, 2008 between SyntheMed, Inc. and Richard L. Franklin.

SYNTHEMED, INC. CONSULTING AGREEMENT This Consulting Agreement (the "Agreement") is entered into effective October 1, 2008 (the ?Effective Date?) by and between SyntheMed, Inc., a Delaware corporation (the "Company"), and Richard L. Franklin, MD ("Consultant"). WHEREAS, Consultant is presently Chairman of the Board of Directors of the Company; WHEREAS, the Company desires Consultant to assume an e

November 14, 2008 EX-10.5

Agency Agreement dated September 30, 3008 between SyntheMed, Inc. and Clubb Capital Limited, as placement agent.

AGENCY AGREEMENT September 30, 2008 SyntheMed, Inc. 200 Middlesex Essex Turnpike, Suite 210 Iselin, New Jersey 08830 United States Attention: Mr. Robert P. Hickey President and Chief Executive Officer Dear Sirs: Re: Offering of Units Clubb Capital Limited (the “Agent”), understands that SyntheMed, Inc. (the “Corporation”), a Delaware corporation, proposes to issue to investors secured by the Agent

November 14, 2008 EX-10.3

Consulting Agreement effective October 1, 2008 between SyntheMed, Inc. and Gere S. diZerega.

SYNTHEMED, INC. CONSULTING AGREEMENT This Consulting Agreement (the "Agreement") is entered into effective October 1, 2008 (the “Effective Date”) by and between SyntheMed, Inc., a Delaware corporation (the "Company"), and Gere S. diZerega, MD ("Consultant"). WHEREAS, Consultant has from time to time rendered consulting and advisory services to the Company regarding research and development activit

November 14, 2008 10-Q

SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q

SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 - FORM 10-Q (Mark One) T QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2008 OR £ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 0-20580 SYNTHEMED, INC.

November 14, 2008 EX-10.6

Form of broker warrant issued for 700,000 shares to the placement agent in connection with the September 2008 placement.

Broker Warrant No: THIS WARRANT AND THE SHARES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE ?ACT?), STATE SECURITIES LAWS IN THE UNITED STATES OR THE SECURITIES LAW OF ANY OTHER COUNTRY AND MAY NOT BE SOLD, TRANSFERRED, PLEDGED, HYPOTHECATED OR OTHERWISE DISPOSED OF UNLESS (A) SUCH TRANSACTION OCCURS OUTSIDE THE UNI

November 14, 2008 EX-10.4

Form of Subscription Agreement for investors in the September 2008 unit placement (including form of investor warrant), pursuant to which an aggregate of 10,000,000 units were sold.

SUBSCRIPTION AGREEMENT TO: SYNTHEMED, INC. AND TO: CLUBB CAPITAL LIMITED RE: SUBSCRIPTION FOR UNITS 1. Subscription The undersigned (the ?Purchaser?) hereby irrevocably subscribes for on and subject to the terms and conditions set forth herein, from SyntheMed, Inc., a Delaware corporation (the ?Corporation?), the number of units (the ?Units?), set forth on the signature page hereof (the ?Purchased

November 14, 2008 EX-10.2

Employment Agreement effective October 1, 2008 between SyntheMed, Inc. and Robert P. Hickey.

EMPLOYMENT AGREEMENT THIS AGREEMENT made in Iselin, New Jersey this 1st day of October 2008 (the “Effective Date”), between SyntheMed, Inc.

October 6, 2008 8-K/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A 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 30, 2008 SyntheMed, In

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A 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 30, 2008 SyntheMed, Inc. (Exact name of Registrant as Specified in its Charter) Delaware 0-20580 14-1745197 (State or Other Jurisdiction (Commission file Number) (IRS Emplo

October 3, 2008 8-K

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 30, 2008 SyntheMed, Inc.

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 30, 2008 SyntheMed, Inc. (Exact name of Registrant as Specified in its Charter) Delaware 0-20580 14-1745197 (State or Other Jurisdiction (Commission file Number) (IRS Employe

October 3, 2008 EX-99.1

SYNTHEMED COMPLETES $4.0 MILLION EQUITY PLACEMENT

Contacts: Richard Lewis Communications, Inc. 212-827-0020 Cecelia Heer, Investors [email protected] Timothy Rathschmidt, Media [email protected] SYNTHEMED COMPLETES $4.0 MILLION EQUITY PLACEMENT ISELIN, NJ (October 1, 2008) - SyntheMed, Inc. (OTCBB: SYMD), a biomaterials company engaged in the development and commercialization of anti-adhesion products and other surgical implants, announced t

August 14, 2008 10-Q

SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q

SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2008 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 0-20580 SYNTHEMED, INC.

May 27, 2008 EX-99.1

SyntheMed, Inc. Adopts Shareholder Rights Plan

Contact: Richard Lewis Communications, Inc. 212-827-0020 Gregory Tiberend [email protected] or Mary Kate Dubuss [email protected] SyntheMed, Inc. Adopts Shareholder Rights Plan Iselin, NJ, May 20, 2008 - SyntheMed, Inc. (OTCBB: SYMD) announced today that its Board of Directors approved the adoption of a shareholder rights plan. The shareholder rights plan is designed to ensure that shareholde

May 27, 2008 EX-4.1

SyntheMed, Inc. American Stock Transfer & Trust Company as Rights Agent Rights Agreement Dated as of May 20, 2008 RIGHTS AGREEMENT

EX-4.1 4 v115875ex4-1.htm SyntheMed, Inc. and American Stock Transfer & Trust Company as Rights Agent Rights Agreement Dated as of May 20, 2008 RIGHTS AGREEMENT Rights Agreement, dated as of May 20, 2008, between SyntheMed, Inc., a Delaware corporation (the “Company”), and American Stock Transfer & Trust Company, a New York corporation, as Rights Agent (the “Rights Agent”). RECITALS WHEREAS, on Ap

May 27, 2008 EX-3.1

CERTIFICATE OF DESIGNATIONS SERIES D JUNIOR PARTICIPATING PREFERRED STOCK SYNTHEMED, INC. (Pursuant to Section 151 of the Delaware General Corporation Law)

CERTIFICATE OF DESIGNATIONS of SERIES D JUNIOR PARTICIPATING PREFERRED STOCK of SYNTHEMED, INC.

May 27, 2008 8-K

Entry into a Material Definitive Agreement, Material Modification to Rights of Security Holders, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Financial Statements and Exhibits

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) May 20, 2008 SyntheMed, Inc. (Exact name of Registrant as Specified in its Charter) Delaware 0-20580 14-1745197 (State or Other Jurisdiction (Commission file Number) (IRS Employer of I

May 27, 2008 EX-3.2

CERTIFICATE OF ELIMINATION SERIES A CONVERTIBLE PREFERRED STOCK, SERIES B CONVERTIBLE PREFERRED STOCK SERIES C CONVERTIBLE PREFERRED STOCK SYNTHEMED, INC. (Pursuant to Section 151(g) of the General Corporation Law of the State of Delaware)

EX-3.2 3 v115875ex3-2.htm CERTIFICATE OF ELIMINATION OF SERIES A CONVERTIBLE PREFERRED STOCK, SERIES B CONVERTIBLE PREFERRED STOCK AND SERIES C CONVERTIBLE PREFERRED STOCK OF SYNTHEMED, INC. (Pursuant to Section 151(g) of the General Corporation Law of the State of Delaware) The undersigned, Robert P. Hickey, does hereby certify that: 1. The undersigned is the duly elected President, CEO and CFO o

May 13, 2008 10-Q

SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q

SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2008 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 0-20580 SYNTHEMED, INC.

March 27, 2008 10KSB/A

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-KSB/A (Amendment No. 1)

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-KSB/A (Amendment No. 1) (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2007 o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 0-20580 SYNTHEMED,

March 27, 2008 EX-10.29

EX-10.29

March 26, 2008 DEF 14A

SCHEDULE 14A (RULE 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

SCHEDULE 14A (RULE 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement x Definitive Proxy Statement o Definitive Additional Materials o Soliciting Material Pursuant to Rule 14a-11(c) or Rule 14a-12 o Confidential, For Use of the Commission Only (As Permitted by Rule 14a-6(e)(2)) SYNTHEMED, INC.

March 25, 2008 10KSB

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-KSB

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-KSB (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2007 o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 0-20580 SYNTHEMED, INC. (Name of small

February 28, 2008 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

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) February 26, 2008 SyntheMed, Inc. (Exact name of Registrant as Specified in its Charter) Delaware 0-20580 14-1745197 (State or Other Jurisdiction of Incorporation) (Commission file Num

February 7, 2008 8-K

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) February 6, 2008 SyntheMed, Inc. (

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) February 6, 2008 SyntheMed, Inc. (Exact name of Registrant as Specified in its Charter) Delaware 0-20580 14-1745197 (State or Other Jurisdiction (Commission file Number) (IRS Employer

January 25, 2008 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

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) January 18, 2008 SyntheMed, Inc. (Exact name of Registrant as Specified in its Charter) Delaware 0-20580 14-1745197 (State or Other Jurisdiction (Commission file Number) (IRS Employer

November 6, 2007 EX-4.3

Form of Indenture SYNTHEMED, INC. [ ] INDENTURE TRUSTEE Dated as of ________, _____ TABLE OF CONTENTS

Exhibit 4.3 Form of Indenture SYNTHEMED, INC. ISSUER and [ ] INDENTURE TRUSTEE INDENTURE Dated as of , TABLE OF CONTENTS Page ARTICLE I DEFINITIONS AND INCORPORATION BY REFERENCE 1 Section 1.01 Definitions 1 Section 1.02 Other Definitions 5 Section 1.03 Incorporation by Reference of Trust Indenture Act 5 Section 1.04 Rules of Construction 6 ARTICLE II THE SECURITIES 6 Section 2.01 Issuable in Seri

November 6, 2007 S-3

As filed with the Securities and Exchange Commission on November 6, 2007 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM S-3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 SYNTHEMED, INC. (Exact name of registran

As filed with the Securities and Exchange Commission on November 6, 2007 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.

November 5, 2007 10QSB

SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-QSB

SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-QSB (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2007 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 0-20580 SYNTHEMED, INC.

October 18, 2007 424B3

Filed pursuant to Rule 424(b)(3) Reg. No. 333-146493

Filed pursuant to Rule 424(b)(3) Reg. No. 333-146493 PROSPECTUS SYNTHEMED, INC. 3,210,000 Shares of Common Stock This prospectus relates to the sale or other disposition by some of our security holders of up to 3,000,000 shares of our currently outstanding common stock and 210,000 shares of our common stock issuable upon exercise of currently outstanding warrants. For a list of the selling stockho

October 3, 2007 S-3

As filed with the Securities and Exchange Commission on October 3, 2007 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 SYNTHEMED, INC. (Exact Name of Registrant

As filed with the Securities and Exchange Commission on October 3, 2007 ===================================================================== UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

September 18, 2007 8-K

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 10, 2007 SyntheMed, Inc.

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 10, 2007 SyntheMed, Inc. (Exact name of Registrant as Specified in its Charter) Delaware 0-20580 14-1745197 (State or Other Jurisdiction (Commission file Number) (IRS Employe

August 14, 2007 EX-10.8

AGENCY AGREEMENT

AGENCY AGREEMENT August 14, 2007 SyntheMed, Inc. 200 Middlesex Essex Turnpike, Suite 210 Iselin, New Jersey 08830 United States Attention: Mr. Robert P. Hickey President and Chief Executive Officer Dear Sirs: Re: Offering of Shares Clubb Capital Limited (the “Agent”), understands that SyntheMed, Inc. (the “Corporation”), a Delaware corporation, proposes to issue to investors secured by the Agent,

August 14, 2007 EX-10.6

SUBSCRIPTION AGREEMENT

SUBSCRIPTION AGREEMENT TO: SYNTHEMED, INC. AND TO: CLUBB CAPITAL LIMITED RE: SUBSCRIPTION FOR SHARES 1. Subscription The undersigned (the ?Purchaser?) hereby subscribes for on and subject to the terms and conditions set forth herein, from SyntheMed, Inc., a Delaware corporation (the ?Corporation?), the number of shares of common stock, par value of $0.001 per share (?Common Stock), set forth on th

August 14, 2007 EX-10.1

SUPPLY AGREEMENT

EX-10.1 2 ex10-1.htm [CONFIDENTIAL PORTIONS OF THIS AGREEMENT HAVE BEEN OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT. THESE PORTIONS HAVE BEEN REPLACED THROUGHOUT THIS AGREEMENT AND SCHEDULES BY THE FOLLOWING SYMBOL: ***] SUPPLY AGREEMENT This AGREEMENT (the "Agreement") dated as of JUNE 12, 2007 (the "Effective Date") between Diagnostic Chemica

August 14, 2007 EX-10.3

CHANGE OF CONTROL AGREEMENT

CHANGE OF CONTROL AGREEMENT THIS CHANGE OF CONTROL AGREEMENT (?Agreement?) is effective as of the 1st day of May, 2007 (the ?Effective Date?), by and between SYNTHEMED, INC.

August 14, 2007 EX-10.7

SYNTHEMED, INC. INVESTOR RIGHTS AGREEMENT

SYNTHEMED, INC. INVESTOR RIGHTS AGREEMENT This Investor Rights Agreement (this ?Agreement?) is made and entered into by and among SyntheMed, Inc., a Delaware corporation (the ?Corporation?), and the investors listed on the signature pages hereto (the ?Investors?), as of the date of execution by the Corporation. RECITALS WHEREAS the Corporation desires the Investors to purchase up to 6,000,000 shar

August 14, 2007 EX-10.2

EMPLOYMENT AGREEMENT

EMPLOYMENT AGREEMENT THIS AGREEMENT made in Iselin, New Jersey this 1st day of May, 2007 between SyntheMed, Inc.

August 14, 2007 EX-10.5

STOCK OPTION AMENDMENT AGREEMENT

STOCK OPTION AMENDMENT AGREEMENT This Agreement is made and entered into effective the 27th day of April, 2007 between SyntheMed, Inc.

August 14, 2007 10QSB

SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-QSB

SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-QSB (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2007 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 0-20580 SYNTHEMED, INC.

August 14, 2007 EX-10.9

WARRANT TO PURCHASE COMMON STOCK ________ Shares of Common Stock SYNTHEMED, INC.

Broker Warrant No: THIS WARRANT AND THE SHARES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE ?ACT?), STATE SECURITIES LAWS IN THE UNITED STATES OR THE SECURITIES LAW OF ANY OTHER COUNTRY AND MAY NOT BE SOLD, TRANSFERRED, PLEDGED, HYPOTHECATED OR OTHERWISE DISPOSED OF UNLESS (A) SUCH TRANSACTION OCCURS OUTSIDE THE UNI

August 14, 2007 EX-99.1

SYNTHEMED COMPLETES $2.8 MILLION EQUITY FINANCING

FOR RELEASE at 2:01 PM on August 14, 2007 Company Contact: Tara Spiess TS Communications Group, LLC 914-921-5900 Spiess@biotechirpr.

August 14, 2007 EX-10.4

STOCK OPTION AMENDMENT AGREEMENT

STOCK OPTION AMENDMENT AGREEMENT This Agreement is made and entered into effective the 27th day of April, 2007 between SyntheMed, Inc.

June 20, 2007 8-K

Entry into a Material Definitive Agreement

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) June 14, 2007 SyntheMed, Inc. (Exact name of Registrant as Specified in its Charter) Delaware 0-20580 14-1745197 (State or Other Jurisdiction (Commission file Number) (IRS Employer of

May 4, 2007 8-K

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) May 1, 2007 SyntheMed, Inc. (Exact

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) May 1, 2007 SyntheMed, Inc. (Exact name of Registrant as Specified in its Charter) Delaware 0-20580 14-1745197 (State or Other Jurisdiction (Commission file Number) (IRS Employer of In

April 27, 2007 10QSB

SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-QSB (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2007 [ ] TRANSITION REPORT PURSUANT TO

SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 - FORM 10-QSB (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2007 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 0-20580 SYNTHEMED, INC.

April 27, 2007 EX-10.1

SUPPLY AGREEMENT

[CONFIDENTIAL PORTIONS OF THIS AGREEMENT HAVE BEEN OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT.

April 27, 2007 EX-10.2

SUPPLY AGREEMENT

[CONFIDENTIAL PORTIONS OF THIS AGREEMENT HAVE BEEN OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT.

March 21, 2007 POS AM

As filed with the Securities and Exchange Commission on March 21, 2007 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 POST-EFFECTIVE AMENDMENT NO. 1 TO FORM SB-2 FORM S-3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 193

As filed with the Securities and Exchange Commission on March 21, 2007 ===================================================================== UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

March 21, 2007 EX-99.23.2

CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

EXHIBIT 23.2 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We consent to the reference to our firm under the caption "Experts" and to the inclusion in the Post-Effective Amendment No.1 to Form SB-2 on Form S-3 of our report dated March 6, 2007 relating to our audit of the financial statements as of and for each of the years in the two-year period ended December 31, 2006, which report in

March 20, 2007 DEF 14A

SCHEDULE 14A (RULE 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant o

SCHEDULE 14A (RULE 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement x Definitive Proxy Statement o Definitive Additional Materials o Soliciting Material Pursuant to Rule 14a-11(c) or Rule 14a-12 o Confidential, For Use of the Commission Only (As Permitted by Rule 14a-6(e)(2)) SYNTHEMED, INC.

March 12, 2007 10KSB

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-KSB

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-KSB (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2006 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period to COMMISSION FILE NUMBER: 0-20580 SYNTHEMED, INC. (Exact name of re

March 12, 2007 EX-10.54

SYNTHEMED, INC. STOCK OPTION AGREEMENT UNDER THE 2006 STOCK OPTION PLAN (Incentive Stock Option)

SYNTHEMED, INC. STOCK OPTION AGREEMENT UNDER THE 2006 STOCK OPTION PLAN (Incentive Stock Option) NOTE TO GRANTEE: SEE SECTION 13 REGARDING LACK OF ISO TREATMENT FOR CERTAIN POST-TERMINATION EXERCISES. AGREEMENT entered into as of the date set forth on the signature page hereto by and between SyntheMed, Inc., a Delaware corporation, with a business address of 200 Middlesex Essex Turnpike, Iselin, N

March 12, 2007 EX-3.1(B)

CERTIFICATE OF AMENDMENT THE RESTATED CERTIFICATE OF INCORPORATION LIFE MEDICAL SCIENCES, INC.

CERTIFICATE OF AMENDMENT OF THE RESTATED CERTIFICATE OF INCORPORATION OF LIFE MEDICAL SCIENCES, INC.

February 23, 2007 8-K

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) February 16, 2007 SyntheMed, Inc.

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) February 16, 2007 SyntheMed, Inc. (Exact name of Registrant as Specified in its Charter) Delaware 0-20580 14-1745197 (State or Other Jurisdiction (Commission file Number) (IRS Employer

January 8, 2007 8-K

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) January 2, 2007 SyntheMed, Inc. (E

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) January 2, 2007 SyntheMed, Inc. (Exact name of Registrant as Specified in its Charter) Delaware 0-20580 14-1745197 (State or Other Jurisdiction (Commission file Number) (IRS Employer o

September 20, 2006 S-8 POS

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 POST-EFFECTIVE AMENDMENT NO. 1 FORM S-8 REGISTRATION STATEMENT THE SECURITIES ACT OF 1933 SyntheMed, Inc. (Exact name of Registrant as specified in its charter)

As filed with the Securities and Exchange Commission on September 20, 2006 Registration No: 333-134608 SECURITIES AND EXCHANGE COMMISSION Washington, D.

August 7, 2006 10QSB

SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-QSB

SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-QSB (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2006 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 0-20580 SYNTHEMED, INC.

July 28, 2006 EX-10.54

CHANGE OF CONTROL AGREEMENT

CHANGE OF CONTROL AGREEMENT THIS CHANGE OF CONTROL AGREEMENT (“Agreement”) is effective as of the 19th day of June 2006 (the “Effective Date”), by and between SYNTHEMED, INC.

July 28, 2006 EX-10.39

EMPLOYMENT AGREEMENT

EX-10.39 3 v048452ex10-39.htm EMPLOYMENT AGREEMENT THIS AGREEMENT made in Iselin, New Jersey this 19th day of June 2006, between SyntheMed, Inc., a Delaware corporation (the "Company"), and Eli Pines, PhD the undersigned individual ("Executive"). WHEREAS, the Executive is currently employed by the Company pursuant to an existing employment agreement dated as of March 1, 2006; and WHEREAS, the part

July 28, 2006 EX-10.34

EMPLOYMENT AGREEMENT

EMPLOYMENT AGREEMENT THIS AGREEMENT made in Iselin, New Jersey this 19th day of June 2006, between SyntheMed, Inc.

July 28, 2006 EX-10.55

CHANGE OF CONTROL AGREEMENT

CHANGE OF CONTROL AGREEMENT THIS CHANGE OF CONTROL AGREEMENT (“Agreement”) is effective as of the 19th day of June 2006 (the “Effective Date”), by and between SYNTHEMED, INC.

July 28, 2006 SB-2/A

As filed with the Securities and Exchange Commission on July 28, 2006 Registration No. 333-134746 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM SB-2/A (Amendment No. 1) REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1

As filed with the Securities and Exchange Commission on July 28, 2006 Registration No.

June 5, 2006 SB-2

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM SB-2 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 SyntheMed, Inc. (Name of Small Business Issuer in its Charter)

As filed with the Securities and Exchange Commission on June 5, 2006 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM SB-2 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 SyntheMed, Inc.

May 11, 2006 EX-10.1

EMPLOYMENT AGREEMENT

EMPLOYMENT AGREEMENT THIS AGREEMENT made in Oceanport, New Jersey as of the 1st day of March 2006, between SyntheMed, Inc.

May 11, 2006 EX-3.1

CERTIFICATE OF AMENDMENT OF THE RESTATED CERTIFICATE OF INCORPORATION SYNTHEMED, INC.

CERTIFICATE OF AMENDMENT OF THE RESTATED CERTIFICATE OF INCORPORATION OF SYNTHEMED, INC.

May 11, 2006 10QSB

SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-QSB

SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-QSB (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2006 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 0-20580 SYNTHEMED, INC.

April 6, 2006 EX-10.1

SUBSCRIPTION AGREEMENT

SUBSCRIPTION AGREEMENT TO: SYNTHEMED, INC. AND TO: CLUBB CAPITAL LIMITED RE: SUBSCRIPTION FOR SHARES 1. Subscription The undersigned (the ?Purchaser?) hereby subscribes for on and subject to the terms and conditions set forth herein, from SyntheMed, Inc., a Delaware corporation (the ?Corporation?), the number of shares of common stock, par value of $0.001 per share (?Common Stock), set forth on th

April 6, 2006 EX-10.2

SYNTHEMED, INC. INVESTOR RIGHTS AGREEMENT

SYNTHEMED, INC. INVESTOR RIGHTS AGREEMENT This Investor Rights Agreement (this ?Agreement?) is made and entered into by and among SyntheMed, Inc., a Delaware corporation (the ?Corporation?), and the investors listed on the signature pages hereto (the ?Investors?), as of the date of execution by the Corporation. RECITALS WHEREAS the Corporation desires the Investors to purchase up to 15,000,000 sha

April 6, 2006 EX-99

SYNTHEMED COMPLETES $6.0 MILLION EQUITY FINANCING

Press Release For release April 4, 2006 at 7:30 AM EST Contact: Robert P. Hickey SyntheMed, Inc. (732) 728-1769 [email protected] SYNTHEMED COMPLETES $6.0 MILLION EQUITY FINANCING OCEANPORT, NJ (April 4, 2006). . . SyntheMed, Inc. (OTCBB: SYMD), today announced that it has completed a private placement in which it received $6.0 million in gross proceeds. Robert P. Hickey, the Company’s Presid

April 6, 2006 EX-10.4

WARRANT TO PURCHASE COMMON STOCK __________ Shares of Common Stock SYNTHEMED, INC.

Broker Warrant No: THIS WARRANT AND THE SHARES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), STATE SECURITIES LAWS IN THE UNITED STATES OR THE SECURITIES LAW OF ANY OTHER COUNTRY AND MAY NOT BE SOLD, TRANSFERRED, PLEDGED, HYPOTHECATED OR OTHERWISE DISPOSED OF UNLESS (A) SUCH TRANSACTION OCCURS OUTSIDE THE UNI

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