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 17,
2009
LCA-VISION
INC.
(Exact
name of registrant as specified in its charter)
Delaware
(State
or Other Jurisdiction of Incorporation)
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0-27610
(Commission
File
Number)
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11-2882328
(IRS
Employer
Identification
No.)
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7840
Montgomery Road, Cincinnati,
Ohio 45236
(Address of Principal Executive
Offices) (Zip
Code)
Registrant’s
telephone number, including area code: (513) 792-9292
N/A
(Former
Name or Former Address, if Changed Since Last Report)
Check the
appropriate box below if the Form 8-K filing is intended to simultaneously
satisfy the filing obligation of the registrant under any of the following
provisions:
o
Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
o
Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
o
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
o
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
Item
5.02 Departure of Directors or Principal Officers; Election of
Directors; Appointment of Principal Officers.
On February 17, 2009, the Board of
Directors of LCA-Vision Inc. (the “Company”) elected Edgar F. (Skip) Heizer, III
as a member of the Board. The Board determined that Mr. Heizer is an
“independent” director under the Nasdaq Marketplace Rules. Mr.
Heizer’s board committee membership has not been determined. He will
receive the Company's standard compensation package for non-employee directors,
which is described in the Company’s Schedule 14A filed on February 5, 2009 in
the section entitled “Director Compensation.” There were no
arrangements or understandings between Mr. Heizer and any other person pursuant
to which he was selected as a director. Mr. Heizer and the Company
have not and currently do not participate directly or indirectly in any related
person transactions.
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the Registrant has
duly caused this report to be signed on its behalf by the undersigned hereunto
duly authorized.
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LCA-VISION
INC.
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/s/ Steven
C. Straus
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Steven
C. Straus
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Chief
Executive Officer
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Date: February
23, 2009