ABMD ABIOMED 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): May 26, 2015

(Date of earliest event reported)

ABIOMED, Inc.

(Exact name of registrant as specified in its charter)

001-09585

(Commission File Number)

22 Cherry Hill Drive

Danvers, MA 01923

(Address of Principal Executive Offices, including Zip Code)

(978) 646-1400

(Registrant’s Telephone Number, including Area Code)

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

On May 26, 2015, ABIOMED, Inc. (“Abiomed” or the “Company”) appointed Michael Tomsicek as its Vice President and Chief Financial Officer, effective July 15, 2015. Mr. Tomsicek, age 49, served as Senior Vice President and Chief Financial Officer of Cubist Pharmaceuticals, Inc. (“Cubist”) from March 2013 until January 2015. From July 2012 until March 2013, Mr. Tomsicek served as Cubist’s Senior Vice President and Deputy Financial Officer and from August 2010 to July 2012, he was Cubist’s Vice President of Corporate Finance and Treasurer. Before joining Cubist, Mr. Tomsicek served for eight years holding roles with increasing influence within the Healthcare unit of General Electric (“GE”). His service at GE culminated in his role first as Chief Financial Officer of the Diagnostic Ultrasound business and finally Chief Financial Officer of the Global Ultrasound product group. Prior to that, Mr. Tomsicek was Manufacturing Finance Manager for the GE Healthcare Monitoring Systems business and was selected to and completed the GE Experienced Financial Leadership Program. Mr. Tomsicek also held various advancing roles in financial planning and channel management over seven years in the automotive division of Motorola, then a public global telecommunications company. Following graduation from the University of Wisconsin with a BS in Industrial Engineering, Mr. Tomsicek began his career in manufacturing consulting for a Boston area start up after which he received his M.B.A., also from the University of Wisconsin.

There are no arrangements or understandings between Mr. Tomsicek and any other persons pursuant to which he was appointed as the Company’s Vice President and Chief Financial Officer. There is no family relationship between Mr. Tomsicek and any director, executive officer, or person nominated or chosen by the Company to become a director or executive officer of the Company. The Company has not entered into any transactions with Mr. Tomsicek that would require disclosure pursuant to Item 404(a) of Regulation S-K under the Securities Exchange Act of 1934, as amended.

Pursuant to the terms of an employment offer letter, dated May 26, 2015, by and between Abiomed and Mr. Tomsicek, for his service as the Company’s Vice President and Chief Financial Officer, Mr. Tomsicek will receive an initial annual base salary of $350,000 and will be eligible for an annual bonus with an annual target pay-out of $210,000, subject to achievement of individual and corporate objectives, and prorated for his first year of employment based on his start date with the Company. On his employment start date, Mr. Tomsicek will also receive an initial grant of stock options to purchase 25,000 shares of Abiomed common stock. Subject to Mr. Tomsicek’s continued employment with the Company, such stock options will vest in annual 25% increments over four years, beginning on the first anniversary of the grant date. Mr. Tomsicek will also receive 25,000 restricted stock units on his employment start date, which will vest in equal annual installments over three years beginning on the first anniversary of the grant date. Mr. Tomsicek will also be eligible to receive benefits in accordance with the Company’s benefit plans, subject to the terms and conditions of such plans. The foregoing description of the offer letter with Mr. Tomsicek is only a summary and is qualified in its entirety by reference to the full text of the letter, a copy of which will be filed as an exhibit to Abiomed’s next quarterly report on Form 10-Q.

Mr. Tomsicek succeeds Robert Bowen, who had served as the Company’s Vice President and Chief Financial Officer since December 2008. Mr. Bowen will step down as the Company’s Chief Financial Officer effective July 15, 2015 and retire from Abiomed effective July 31, 2015 (the “Separation Date”). In connection with Mr. Bowen’s retirement, the Company and Mr. Bowen entered into a transition agreement under which Mr. Bowen will continue to serve Abiomed in a consulting role. The transition agreement also provides that Mr. Bowen’s unvested options and restricted stock units will continue to vest for an additional 24 months after the Separation Date and for an extension of 24 months on the expiration on Mr. Bowen’s ability to exercise any vested but unexercised options, including any options that vest after the Separation Date, other than such options that will expire on the tenth anniversary of the grant date. The Company will also pay the standard employer portion of Mr. Bowen’s medical and dental insurance premiums under COBRA for a period of 18 months following the Separation Date or until he obtains alternative coverage, whichever is earlier. The foregoing description of the transition agreement with Mr. Bowen is only a summary and is qualified in its entirety by reference to full text of the agreement, a copy of which will be filed as an exhibit to Abiomed’s next quarterly report on Form 10-Q.

Item 8.01 Other Events

On June 1, 2015, the Company issued a press release issued announcing the retirement of Mr. Bowen as the Company’s Vice Present and Chief Financial Officer and the appointment of Mr. Tomsicek as the Company’s Vice President and Chief Financial Officer. The press release relating to the matters described in this Item 8.01 is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

(d) Exhibits

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 thereunto duly authorized.

Date: June 1, 2015

Exhibit 99.1

ABIOMED TO APPOINT NEW CHIEF FINANCIAL OFFICER MICHAEL TOMSICEK

- Abiomed CFO Robert Bowen to Retire July 15, 2015

DANVERS, MA – June 1, 2015 – Abiomed, Inc. (NASDAQ: ABMD), a leading provider of breakthrough heart support technologies, today announced that Robert Bowen, the Company’s Vice President and Chief Financial Officer since 2008, who will celebrate his 66^th birthday this summer will retire from Abiomed next month and that Michael Tomsicek will be appointed as Vice President and Chief Financial Officer, effective July 15, 2015. Mr. Bowen will continue to support the Company in a consulting role to facilitate a smooth transition.

“The opportunity to serve as the Vice President and Chief Financial Officer of Abiomed has been the most professionally rewarding experience of my 43 year career. For me, I could not envision a better ending. I cannot thank Mike Minogue enough for providing me with the opportunity and the Abiomed team for providing the support necessary to be successful in this role,” said Mr. Bowen. “Abiomed will have a tremendous future and I have much personal and professional satisfaction and pride from playing a small part in building the foundation.”

“Bob has served as our CFO for the past seven years as Abiomed has grown revenue greater than three times, market capitalization four times and become GAAP profitable with no debt,” said Michael R. Minogue, Chairman, President and Chief Executive Officer, Abiomed. “His leadership, expertise and consistent excellence in fiscal compliance have been instrumental to Abiomed’s success and we are appreciative of his contributions to the company and commitment to patient care.”

“We are pleased to welcome Mike Tomsicek to the executive team during this exciting time as Abiomed experiences tremendous growth with the Impella platform. Mike has over 20 years of experience in senior management roles in finance, operations and globalization. We look forward to working with him as Abiomed continues to grow and become the standard of care,” adds Mr. Minogue.

Mr. Tomsicek, 49, joins Abiomed after he most recently served as CFO of Lexington, MA based Cubist Pharmaceuticals. He joined Cubist in 2010 and held a series of roles of increasing responsibility leading finance, investor relations and strategic sourcing through a very dynamic period at the Company. Cubist, a global bio-pharmaceutical company, was recently acquired in January 2015 for $9.5 billion by Merck & Co, Inc. Prior to Cubist, Mr. Tomsicek spent nearly eight years at General Electric Healthcare, initially as finance manager of its global operations, and then as CFO of two of its largest businesses. Previously, Mr. Tomsicek served in a variety of financial and operational roles at Motorola. He holds a bachelor of science degree in engineering and a master of business administration, both from the University of Wisconsin.

“Abiomed has built a revolutionary platform of minimally invasive heart pumps and a world-class business organization. I am excited to step into this role and work closely with Abiomed’s employees and shareholders,” said Mr. Tomsicek. “Abiomed is an innovative leader in its space and I look forward to furthering the company’s tradition of commitment to patients, fiscal discipline and growing shareholder value.”

ABOUT ABIOMED

Based in Danvers, Massachusetts, Abiomed, Inc., is a leading provider of medical devices that provide circulatory support. Our products are designed to enable the heart to rest by improving blood flow and/or performing the pumping of the heart. For additional information please visit: www.abiomed.com.

FORWARD-LOOKING STATEMENTS

This release contains forward-looking statements, including statements regarding our expectation of a smooth transition to a new Vice President and Chief Financial Officer, the Company’s expectation of continued commercial growth, and future opportunities

including the opportunity to become the standard of care. The Company’s actual results may differ materially from those anticipated in these forward-looking statements based upon a number of factors, including uncertainties associated with development, testing and related regulatory approvals, including the potential for future losses, complex manufacturing, high quality requirements, dependence on limited sources of supply, competition, technological change, government regulation, litigation matters, future capital needs and uncertainty of additional financing, and other risks and challenges detailed in the Company’s filings with the Securities and Exchange Commission, including the most recently filed Annual Report on Form 10-K. Readers are cautioned not to place undue reliance on any forward-looking statements, which speak only as of the date of this release. The Company undertakes no obligation to publicly release the results of any revisions to these forward-looking statements that may be made to reflect events or circumstances that occur after the date of this release or to reflect the occurrence of unanticipated events.

For more information, please contact:

Aimee Genzler

Director, Corporate Communications

978-646-1553

agenzler@abiomed.com

Ingrid Goldberg

Director, Investor Relations

igoldberg@abiomed.com

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