CPHD / Cepheid - تصريحات هيئة الأوراق المالية والبورصات، التقرير السنوي، بيان الوكيل

Cepheid 15-12G

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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. Commission File Number: 000-30755 CEPHEID (Exact name of registrant as specified in its charter) 90

Cepheid S-8 POS

S-8 POS As filed with the Securities and Exchange Commission on November 7, 2016 Registration No.

Cepheid S-8 POS

S-8 POS As filed with the Securities and Exchange Commission on November 7, 2016 Registration No.

Cepheid S-8 POS

As filed with the Securities and Exchange Commission on November 7, 2016 Registration No.

Cepheid S-8 POS

S-8 POS As filed with the Securities and Exchange Commission on November 7, 2016 Registration No.

Cepheid S-8 POS

S-8 POS As filed with the Securities and Exchange Commission on November 7, 2016 Registration No.

Cepheid S-8 POS

S-8 POS 1 d272689ds8pos.htm S-8 POS As filed with the Securities and Exchange Commission on November 7, 2016 Registration No. 333-211128 Registration No. 333-203954 Registration No. 333-195701 Registration No. 333-186963 Registration No. 333-181137 Registration No. 333-179587 Registration No. 333-172434 Registration No. 333-166933 Registration No. 333-165072 Registration No. 333-162880 Registratio

Cepheid S-8 POS

S-8 POS As filed with the Securities and Exchange Commission on November 7, 2016 Registration No.

Cepheid S-8 POS

As filed with the Securities and Exchange Commission on November 7, 2016 Registration No.

Cepheid S-8 POS

As filed with the Securities and Exchange Commission on November 7, 2016 Registration No.

Cepheid S-8 POS

As filed with the Securities and Exchange Commission on November 7, 2016 Registration No.

Cepheid S-8 POS

S-8 POS As filed with the Securities and Exchange Commission on November 7, 2016 Registration No.

Cepheid S-8 POS

As filed with the Securities and Exchange Commission on November 7, 2016 Registration No.

Cepheid S-8 POS

S-8 POS As filed with the Securities and Exchange Commission on November 7, 2016 Registration No.

Cepheid S-8 POS

As filed with the Securities and Exchange Commission on November 7, 2016 Registration No.

Cepheid S-8 POS

S-8 POS As filed with the Securities and Exchange Commission on November 7, 2016 Registration No.

Cepheid S-8 POS

S-8 POS 1 d272689ds8pos.htm S-8 POS As filed with the Securities and Exchange Commission on November 7, 2016 Registration No. 333-211128 Registration No. 333-203954 Registration No. 333-195701 Registration No. 333-186963 Registration No. 333-181137 Registration No. 333-179587 Registration No. 333-172434 Registration No. 333-166933 Registration No. 333-165072 Registration No. 333-162880 Registratio

Cepheid S-8 POS

S-8 POS As filed with the Securities and Exchange Commission on November 7, 2016 Registration No.

Cepheid S-8 POS

S-8 POS As filed with the Securities and Exchange Commission on November 7, 2016 Registration No.

Cepheid S-8 POS

S-8 POS As filed with the Securities and Exchange Commission on November 7, 2016 Registration No.

Cepheid S-8 POS

S-8 POS As filed with the Securities and Exchange Commission on November 7, 2016 Registration No.

Cepheid S-8 POS

S-8 POS As filed with the Securities and Exchange Commission on November 7, 2016 Registration No.

SIXTH AMENDED AND RESTATED ARTICLES OF INCORPORATION OF CEPHEID ARTICLE 1. NAME

EX-3.1 Exhibit 3.1 SIXTH AMENDED AND RESTATED ARTICLES OF INCORPORATION OF CEPHEID ARTICLE 1. NAME The name of the Corporation is Cepheid. ARTICLE 2. PURPOSE The purpose of this Corporation is to engage in any lawful acts or activity for which a corporation may be organized under the General Corporation Law of California other than the banking business, the trust company business or the practice o

FIRST SUPPLEMENTAL INDENTURE 1.25% Convertible Senior Notes Due 2021 SUPPLEMENTAL INDENTURE DATED AS OF November 4, 2016 Wells Fargo Bank, National Association as Trustee SUPPLEMENTAL INDENTURE

EX-4.2 Exhibit 4.2 FIRST SUPPLEMENTAL INDENTURE CEPHEID 1.25% Convertible Senior Notes Due 2021 SUPPLEMENTAL INDENTURE DATED AS OF November 4, 2016 Wells Fargo Bank, National Association as Trustee SUPPLEMENTAL INDENTURE This FIRST SUPPLEMENTAL INDENTURE (?Supplemental Indenture?) dated as of November 4, 2016, is between Cepheid, a California corporation (the ?Company?), and Wells Fargo Bank, Nati

Changes in Control of Registrant, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Material Modification to Rights of Security Holders, Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing, Financial Statements and Exhibits, Triggering Events That Accelerate or Increase a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement, Completion of Acquisition or Disposition of Assets, Submission of Matters to a Vote of Security Holders

8-K 1 d280766d8k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 November 4, 2016 Date of Report (Date of earliest event reported) CEPHEID (Exact name of Registrant as specified in its charter) California 000-30755 77-0441625 (State or other jurisdiction of incorporation) (C

AMENDED AND RESTATED BY-LAWS (Adopted as of November 4, 2016) ARTICLE I

EX-3.2 Exhibit 3.2 AMENDED AND RESTATED BY-LAWS OF CEPHEID (Adopted as of November 4, 2016) ARTICLE I OFFICES 1 PRINCIPAL OFFICES. The Board of Directors shall fix the location of the principal executive office of the corporation at any place within or outside the State of California. If the principal executive office is located outside this state, and the corporation has one or more business offi

Cepheid FORM 10-Q (Quarterly Report)

Document Table of Contents UNITED STATES 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, 2016 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 000-30755 CEPHEID (Exact Name of Registrant as Specified in its Charter) California 77-0441625 (State or Other Jurisdiction of Incorporation or Organization) (I.

CEPHEID 2015 EQUITY INCENTIVE PLAN NOTICE OF PERFORMANCE-BASED RESTRICTED STOCK UNIT AWARD (Performance Period – Fiscal Years 2016 – 2018)

Exhibit 10.1 *Confidential Treatment Requested CEPHEID 2015 EQUITY INCENTIVE PLAN NOTICE OF PERFORMANCE-BASED RESTRICTED STOCK UNIT AWARD (Performance Period – Fiscal Years 2016 – 2018) Unless otherwise defined herein, the terms defined in the Cepheid 2015 Equity Incentive Plan, as amended from time to time (the “Plan”), shall have the same meanings in this Notice of Performance-Based Restricted S

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

8-K 1 d260184d8k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 October 25, 2016 Date of Report (Date of earliest event reported) CEPHEID (Exact name of Registrant as specified in its charter) California 000-30755 77-0441625 (State or other jurisdiction of incorporation) (C

Cepheid DEFINITIVE ADDITIONAL MATERIALS

DEFA14A 1 d276525ddefa14a.htm DEFINITIVE ADDITIONAL MATERIALS UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only

Cepheid DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 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 ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy Statement ☒ Definitive Additional Materials ☐ Soliciting Material Pursuant to § 240.

CEPHEID ANNOUNCES RECEIPT OF REQUIRED REGULATORY CLEARANCES IN PROPOSED ACQUISITION BY DANAHER CORPORATION

EX-99.1 Exhibit 99.1 For Cepheid Media & Investor Inquiries: Jacquie Ross, CFA +1 408-400-8329 [email protected] CEPHEID ANNOUNCES RECEIPT OF REQUIRED REGULATORY CLEARANCES IN PROPOSED ACQUISITION BY DANAHER CORPORATION SUNNYVALE, CALIF. ? October 24, 2016? Cepheid (NASDAQ: CPHD) today announced that antitrust clearances have been received or the requisite waiting periods have e

Financial Statements and Exhibits, Other Events

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 October 24, 2016 Date of Report (Date of earliest event reported) CEPHEID (Exact name of Registrant as specified in its charter) California 000-30755 77-0441625 (State or other jurisdiction of incorporation) (Commission file number) (I.

Cepheid DEFA14A

DEFA14A 1 d234060ddefa14a.htm DEFA14A 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 Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the

Cepheid DEFM14A

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14A 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 ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) x Definitive Proxy Statement ¨ Definitive Additional Materials ¨ Soliciting Material under § 240.

CPHD / Cepheid / COLUMBIA WANGER ASSET MANAGEMENT LLC - SC 13G/A Passive Investment

SC 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 9)* CEPHEID INC (Name of Issuer) COMMON STOCK (Title of Class of Securities) 15670R107 (CUSIP Number) September 30, 2016 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the Rule pursuant to which this Schedule is fil

Cepheid PREM14A

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14A 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 ¨ Check the appropriate box: x Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ¨ Definitive Proxy Statement ¨ Definitive Additional Materials ¨ Soliciting Material under § 240.

Cepheid SOLICITING MATERIAL

Soliciting Material 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 Filed by the Registrant x Filed by a party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definitive Proxy Statement ? Definitive Additional Materials x Soliciting Material Pursuant to ? 240.

Cepheid DEFA14A

DEFA14A 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 Filed by the Registrant x Filed by a party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definitive Proxy Statement ? Definitive Additional Materials x Soliciting Material Pursuant to ? 240.

Cepheid DFAN14A

DFAN14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a party other than the Registrant x Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definitive Pro

Cepheid DFAN14A

DFAN14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a party other than the Registrant x Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definitive Pro

Cepheid DEFA14A

DEFA14A 1 d254371ddefa14a.htm DEFA14A 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 Filed by the Registrant x Filed by a party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the

Cepheid DFAN14A

DFAN14A 1 d248600ddfan14a.htm DFAN14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ¨ Filed by a party other than the Registrant x Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule

Cepheid DEFA14A

DEFA14A 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 Filed by the Registrant x Filed by a party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definitive Proxy Statement ? Definitive Additional Materials x Soliciting Material Pursuant to ? 240.

Cepheid DEFA14A

DEFA14A 1 d243496ddefa14a.htm DEFA14A 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 Filed by the Registrant x Filed by a party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 September 1, 2016 Date of Report (Date of earliest event reported) CEPHEID (Exact name of Registrant as specified in its charter) California 000-30755 77-0441625 (State or other jurisdiction of incorporation) (Commission file number) (I.

AMENDED AND RESTATED BYLAWS (as amended through September 1, 2016) ARTICLE I.

EX-3.1 Exhibit 3.1 AMENDED AND RESTATED BYLAWS OF CEPHEID (as amended through September 1, 2016) ARTICLE I. SHAREHOLDERS SECTION 1. ANNUAL MEETING. (1) An annual meeting of the shareholders, for the election of directors to succeed those whose terms expire and for the transaction of such other business as may properly come before the meeting, shall be held at such place, on such date, and at such

AGREEMENT AND PLAN OF MERGER Dated as of September 2, 2016 by and among DANAHER CORPORATION, COPPER MERGER SUB, INC.

EX-2.1 Table of Contents Exhibit 2.1 EXECUTION VERSION AGREEMENT AND PLAN OF MERGER Dated as of September 2, 2016 by and among DANAHER CORPORATION, COPPER MERGER SUB, INC. and CEPHEID Table of Contents TABLE OF CONTENTS Page ARTICLE I THE MERGER 1 SECTION 1.01 The Merger 1 SECTION 1.02 Closing 1 SECTION 1.03 Effective Time 2 SECTION 1.04 Effects of the Merger 2 SECTION 1.05 Articles of Incorporati

CEPHEID AGREES TO BE ACQUIRED BY DANAHER CORPORATION FOR $53 PER SHARE IN CASH

EX-99.1 Exhibit 99.1 For Cepheid Media & Investor Inquiries: Jacquie Ross, CFA +1 408-400-8329 [email protected] CEPHEID AGREES TO BE ACQUIRED BY DANAHER CORPORATION FOR $53 PER SHARE IN CASH SUNNYVALE, CALIF. ? September 6, 2016 ? Cepheid (NASDAQ: CPHD) today announced that it has entered into a definitive agreement with Danaher Corporation (NYSE: DHR) under which Danaher will

AMENDED AND RESTATED BYLAWS (as amended through September 1, 2016) ARTICLE I.

EX-3.1 Exhibit 3.1 AMENDED AND RESTATED BYLAWS OF CEPHEID (as amended through September 1, 2016) ARTICLE I. SHAREHOLDERS SECTION 1. ANNUAL MEETING. (1) An annual meeting of the shareholders, for the election of directors to succeed those whose terms expire and for the transaction of such other business as may properly come before the meeting, shall be held at such place, on such date, and at such

Cepheid FORM 8-K

DEFA14A 1 d249669d8k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 September 1, 2016 Date of Report (Date of earliest event reported) CEPHEID (Exact name of Registrant as specified in its charter) California 000-30755 77-0441625 (State or other jurisdiction of incorpo

AGREEMENT AND PLAN OF MERGER Dated as of September 2, 2016 by and among DANAHER CORPORATION, COPPER MERGER SUB, INC.

EX-2.1 Table of Contents Exhibit 2.1 EXECUTION VERSION AGREEMENT AND PLAN OF MERGER Dated as of September 2, 2016 by and among DANAHER CORPORATION, COPPER MERGER SUB, INC. and CEPHEID Table of Contents TABLE OF CONTENTS Page ARTICLE I THE MERGER 1 SECTION 1.01 The Merger 1 SECTION 1.02 Closing 1 SECTION 1.03 Effective Time 2 SECTION 1.04 Effects of the Merger 2 SECTION 1.05 Articles of Incorporati

CEPHEID AGREES TO BE ACQUIRED BY DANAHER CORPORATION FOR $53 PER SHARE IN CASH

EX-99.1 Exhibit 99.1 For Cepheid Media & Investor Inquiries: Jacquie Ross, CFA +1 408-400-8329 [email protected] CEPHEID AGREES TO BE ACQUIRED BY DANAHER CORPORATION FOR $53 PER SHARE IN CASH SUNNYVALE, CALIF. ? September 6, 2016 ? Cepheid (NASDAQ: CPHD) today announced that it has entered into a definitive agreement with Danaher Corporation (NYSE: DHR) under which Danaher will

Cepheid FORM 10-Q (Quarterly Report)

Document Table of Contents UNITED STATES 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, 2016 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 000-30755 CEPHEID (Exact Name of Registrant as Specified in its Charter) California 77-0441625 (State or Other Jurisdiction of Incorporation or Organization) (I.

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Entry into a Material Definitive Agreement, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 July 26, 2016 Date of Report (Date of earliest event reported) CEPHEID (Exact name of Registrant as specified in its charter) California 000-30755 77-0441625 (State or other jurisdiction of incorporation) (Commission file number) (I.

CEPHEID 2550 Great America Way Santa Clara, California 95054 EMPLOYMENT AGREEMENT

EX-10.01 Exhibit 10.01 CEPHEID 2550 Great America Way Santa Clara, California 95054 EMPLOYMENT AGREEMENT Dear John: We are pleased to offer you this Employment Agreement setting forth the terms and conditions of your continued employment as the Chief Executive Officer of Cepheid, effective on July 26, 2016 (the ?Effective Date?), on the terms set forth below (this ?Employment Agreement?). This Emp

Financial Statements and Exhibits, Results of Operations and Financial Condition

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 July 28, 2016 Date of Report (Date of earliest event reported) CEPHEID (Exact name of Registrant as specified in its charter) California 000-30755 77-0441625 (State or other jurisdiction of incorporation) (Commission file number) (I.

CEPHEID REPORTS SECOND QUARTER 2016 RESULTS

EX-99.01 Exhibit 99.01 Cepheid 904 Caribbean Drive Sunnyvale, CA 94089 Telephone: 408.541.4191 Fax: 408.541.4192 For Media & Investor Inquiries: Jacquie Ross, CFA Tel: (408) 400 8329 [email protected] CEPHEID REPORTS SECOND QUARTER 2016 RESULTS SUNNYVALE, California, July 28, 2016 ? Cepheid (Nasdaq: CPHD) today reported revenue for the second quarter of 2016 of $146.0 million, r

Cepheid ESP

Document July 22, 2016 CERTAIN PORTIONS OF THIS LETTER AS SUBMITTED HAVE BEEN OMITTED AND SUBMITTED SEPARATELY TO THE COMMISSION.

Cepheid ESP

Document July 8, 2016 VIA EDGAR Division of Corporation Finance U.S. Securities and Exchange Commission One Station Place 100 F Street, N.E. Washington, DC 20549 Attention: Mr. Geoff Kruczek Re: Cepheid Form 10-K for the fiscal year ended December 31, 2015 Filed February 25, 2016 File No. 000-30755 Dear Mr. Kruczek: Cepheid, a California corporation (the ? Company ?), is providing this letter to r

Cepheid ESP

June 24, 2016 VIA EDGAR Division of Corporation Finance U.S. Securities and Exchange Commission One Station Place 100 F Street, N.E. Washington, DC 20549 Attention: Mr. Geoff Kruczek Re: Cepheid Form 10-K for the fiscal year ended December 31, 2015 Filed February 25, 2016 File No. 000-30755 Dear Mr. Kruczek: Cepheid, a California corporation (the “ Company ”), is providing this letter to request a

Cepheid ESP

May 26, 2016 VIA EDGAR Division of Corporation Finance U.S. Securities and Exchange Commission One Station Place 100 F Street, N.E. Washington, D.C. 20549 Attention: Mr. Geoff Kruczek, Senior Attorney Re: Cepheid Form 10-K for the fiscal year ended December 31, 2015 Filed February 25, 2016 File No. 000-30755 Ladies and Gentlemen: On behalf of Cepheid, a California corporation (the “ Company ”), we

Cepheid FORM SD

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM SD SPECIALIZED DISCLOSURE REPORT CEPHEID (Exact Name of Registrant as Specified in its Charter) California 000-30755 77-0441625 (State or other jurisdiction of incorporation or organization ) (Commission File Number) (IRS Employer Identification No.

Cepheid Conflict Minerals Report For The Reporting Period January 1 to December 31, 2015

Exhibit 1.01 Cepheid Conflict Minerals Report For The Reporting Period January 1 to December 31, 2015 This Conflict Minerals Report (“CMR”) has been prepared by Cepheid (herein referred to, alternatively, as “Cepheid,” “we” and “our”). This CMR for the reporting period January 1 to December 31, 2015 is presented to comply with the final conflict minerals implementing rules (“Final Rules”) promulga

CEPHEID S-8

S-8 As filed with the Securities and Exchange Commission on May 4, 2016 Registration No.

CEPHEID NON-PLAN STOCK OPTION AGREEMENT (INDUCEMENT STOCK OPTION AWARD)

Exhibit Exhibit 4.5 CEPHEID NON-PLAN STOCK OPTION AGREEMENT (INDUCEMENT STOCK OPTION AWARD) This Stock Option Agreement (this ? Agreement ?) is made and entered into as of the date of grant set forth below (the ? Date of Grant ?) by and between Cepheid, a California corporation (the ? Company ?), and the optionee named below (? Optionee ?). Capitalized terms not defined herein shall have the meani

Cepheid FORM 10-Q (Quarterly Report)

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q (Mark One) ý QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2016 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 000-30755 CEPHEID (Exact Name of Registrant as Specified in its Charter) California 77-0441625 (State or Other Jurisdiction of Incorporation or Organization) (I.

Financial Statements and Exhibits, Results of Operations and Financial Condition

8-K 1 d187310d8k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 April 28, 2016 Date of Report (Date of earliest event reported) CEPHEID (Exact name of Registrant as specified in its charter) California 000-30755 77-0441625 (State or other jurisdiction of incorporation)

CEPHEID REPORTS FIRST QUARTER 2016 RESULTS

EX-99.01 Exhibit 99.01 Cepheid 904 Caribbean Drive Sunnyvale, CA 94089 Telephone: 408.541.4191 Fax: 408.541.4192 For Media & Investor Inquiries: Jacquie Ross, CFA Tel: (408) 400 8329 [email protected] CEPHEID REPORTS FIRST QUARTER 2016 RESULTS SUNNYVALE, California, April 28, 2016 ? Cepheid (Nasdaq: CPHD) today reported revenue for the first quarter of 2016 of $144.8 million, re

CEPHEID FORM 8-K (Current Report/Significant Event)

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 April 26, 2016 Date of Report (Date of earliest event reported) CEPHEID (Exact name of Registrant as specified in its charter) California 000-30755 77-0441625 (State or other jurisdiction of incorporation) (Commission file number) (I.

CEPHEID DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14A (RULE 14a-101) INFORMATION REQUIRED IN PROXY STATMENT 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 ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission only (as permitted by Rule 14a-6(e)(2)) ¨ Definitive Proxy Statement x Definitive Additional Materials ¨ Soliciting Material Pursuant to § 240.

CEPHEID DEFA14A

DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14A (RULE 14a-101) INFORMATION REQUIRED IN PROXY STATMENT 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 ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission only (as permitted by Rule 14a-6(e)(2)) ? Definitive Proxy Statement x Definitive Additional Materials ? Soliciting Material Pursuant to ? 240.

CEPHEID DEFINITIVE ADDITIONAL MATERIALS

Definitive Additional Materials UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14A (RULE 14a-101) INFORMATION REQUIRED IN PROXY STATMENT 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 ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission only (as permitted by Rule 14a-6(e)(2)) ? Definitive Proxy Statement x Definitive Additional Materials ? Soliciting Material Pursuant to ? 240.

CEPHEID DEFINITIVE ADDITIONAL MATERIALS

DEFA14A 1 defa14a-2015.htm DEFINITIVE ADDITIONAL MATERIALS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 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 (Amendment No. ) Filed by the Registrant ý Filed by a Party other than the Registrant ¨ Check the

CEPHEID DEFINITIVE PROXY STATEMENT

DEF 14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 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 (Amendment No.

CEPHEID 10-K (Annual Report)

10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 Form 10-K (Mark One) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 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 000-30755 CEPHEID (Exact name of Registrant as Specified in its Charter) California 77-0441625 (State or Other Jurisdiction (I.

Scott A. Campbell

Exhibit 10.23 May 24, 2010 Cepheid Scott A. Campbell Re: Offer of Employment by Cepheid Dear Scott: I am very pleased to confirm our offer to you of employment with Cepheid (the "Company"). You will report to Kerry Flom in the position of Director, Clinical Affairs. The terms of our offer and the benefits currently provided by the Company are as follows: 1.Starting Salary. Your starting salary wil

List of Subsidiaries

Exhibit 21.1 List of Subsidiaries Cepheid Europe SAS Jurisdiction of organization: France • Cepheid HBDC SAS (Wholly owned subsidiary of Cepheid Europe SAS) Jurisdiction of organization: France Cepheid AB Jurisdiction of organization: Sweden Cepheid HBDC Jurisdiction of organization: California, U.S.A. Cepheid GK Jurisdiction of organization: Japan Cepheid GmbH Jurisdiction of organization: German

CPHD / Cepheid / Wellington Management Group LLP - SEC SCHEDULE 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Cepheid (Name of Issuer) Common Stock (Title of Class of Securities) 15670R107 (CUSIP Number) December 31, 2015 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is file

CPHD / Cepheid / VANGUARD GROUP INC Passive Investment

cepheid.htm - Generated by SEC Publisher for SEC Filing SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 5 )* Name of issuer: Cepheid Title of Class of Securities: Common Stock CUSIP Number: 15670R107 Date of Event Which Requires Filing of this Statement: December 31, 2015 Check the appropriate box to designate the rul

CEPHEID ANNOUNCES APPOINTMENT OF PRESIDENT AND CHIEF OPERATING OFFICER AND WELCOMES EXECUTIVE VICE PRESIDENT OF ENGINEERING AND OPERATIONS

EX-99.01 2 d134181dex9901.htm EX-99.01 Exhibit 99.01 CEPHEID ANNOUNCES APPOINTMENT OF PRESIDENT AND CHIEF OPERATING OFFICER AND WELCOMES EXECUTIVE VICE PRESIDENT OF ENGINEERING AND OPERATIONS SUNNYVALE, CALIF. — February 10, 2016 — Cepheid (Nasdaq: CPHD) today announced that Warren Kocmond, formerly Executive Vice President and Chief Operating Officer, has been promoted to the position of Presiden

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 February 9, 2016 Date of Report (Date of earliest event reported) CEPHEID (Exact name of Registrant as specified in its charter) California 000-30755 77-0441625 (State or other jurisdiction of incorporation) (Commission file number) (I.

Financial Statements and Exhibits, Results of Operations and Financial Condition

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 February 2, 2016 Date of Report (Date of earliest event reported) CEPHEID (Exact name of Registrant as specified in its charter) California 000-30755 77-0441625 (State or other jurisdiction of incorporation) (Commission file number) (I.

CEPHEID REPORTS FOURTH QUARTER AND FULL YEAR 2015 RESULTS Commercial Clinical Grew 19%, or 21% in Constant Currency, Driven by Record Reagent Revenue and Record GeneXpert System Placements

EX-99.01 Exhibit 99.01 Cepheid 904 Caribbean Drive Sunnyvale, CA 94089 Telephone: 408.541.4191 Fax: 408.541.4192 For Media & Investor Inquiries: Jacquie Ross, CFA Tel: (408) 400 8329 [email protected] CEPHEID REPORTS FOURTH QUARTER AND FULL YEAR 2015 RESULTS Commercial Clinical Grew 19%, or 21% in Constant Currency, Driven by Record Reagent Revenue and Record GeneXpert System Pl

CPHD / Cepheid / COLUMBIA WANGER ASSET MANAGEMENT LLC - SC 13G/A Passive Investment

SC 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 8)* CEPHEID INC (Name of Issuer) COMMON STOCK (Title of Class of Securities) 15670R107 (CUSIP Number) December 31, 2015 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the Rule pursuant to which this Schedule is file

CEPHEID SCHEDULES 2015 FOURTH QUARTER AND FULL YEAR RESULTS ANNOUNCEMENT AND WEBCAST Announces Preliminary Q415 Revenue of Approximately $147 Million

EX-99.01 Exhibit 99.01 Cepheid 904 Caribbean Drive Sunnyvale, CA 94089 Telephone: 408.541.4191 Fax: 408.541.4192 For Media & Investor Inquiries: Jacquie Ross, CFA Tel: (408) 400 8329 [email protected] CEPHEID SCHEDULES 2015 FOURTH QUARTER AND FULL YEAR RESULTS ANNOUNCEMENT AND WEBCAST Announces Preliminary Q415 Revenue of Approximately $147 Million SUNNYVALE, CALIF. ?January 11,

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 January 11, 2016 Date of Report (Date of earliest event reported) CEPHEID (Exact name of Registrant as specified in its charter) California 000-30755 77-0441625 (State or other jurisdiction of incorporation) (Commission file number) (I.

May 9, 2014

Dan Madden Employment Offer Page 1 May 9, 2014 Dan Madden Re: Offer of Employment by Cepheid Dear Dan: I am very pleased to confirm our offer to you of employment with Cepheid (the "Company").

August 20, 2015

August 20, 2015 Ilan Daskal 1498 Saskatchewan Drive Sunnyvale, CA 94087 Re: Terms of Separation Dear Ilan: This letter confirms the agreement (“Agreement”) between you and Cepheid (the “Company”) concerning the terms of your separation and offers you the separation compensation we discussed in exchange for a general release of claims and covenant not to sue.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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 numbe

THE IRVINE COMPANY LLC

LEASE BETWEEN THE IRVINE COMPANY LLC AND CEPHEID LEASE THIS LEASE is made as of September 18, 2015, by and between THE IRVINE COMPANY LLC, a Delaware limited liability company, hereafter called ?Landlord,? and CEPHEID, a California corporation, hereafter called ?Tenant.

CEPHEID REPORTS 2015 THIRD QUARTER RESULTS Commercial Clinical Growth of 22% for First Nine Months of 2015

EX-99.01 Exhibit 99.01 Cepheid 904 Caribbean Drive Sunnyvale, CA 94089 Telephone: 408.541.4191 Fax: 408.541.4192 For Media & Investor Inquiries: Jacquie Ross, CFA Tel: (408) 400 8329 [email protected] CEPHEID REPORTS 2015 THIRD QUARTER RESULTS Commercial Clinical Growth of 22% for First Nine Months of 2015 SUNNYVALE, California, October 20, 2015 ? Cepheid (Nasdaq: CPHD) today re

Cepheid 8-K (Current Report/Significant Event)

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 October 20, 2015 Date of Report (Date of earliest event reported) CEPHEID (Exact name of Registrant as specified in its charter) California 000-30755 77-0441625 (State or other jurisdiction of incorporation) (Commission file number) (I.

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 October 13, 2015 Date of Report (Date of earliest event reported) CEPHEID (Exact name of Registrant as specified in its charter) California 000-30755 77-0441625 (State or other jurisdiction of incorporation) (Commission file number) (I.

CEPHEID REPORTS PRELIMINARY RESULTS FOR 2015 THIRD QUARTER

EX-99.01 Exhibit 99.01 Cepheid 904 Caribbean Drive Sunnyvale, CA 94089 Telephone: 408.541.4191 Fax: 408.541.4192 For Media & Investor Inquiries: Jacquie Ross, CFA Tel: (408) 400 8329 [email protected] CEPHEID REPORTS PRELIMINARY RESULTS FOR 2015 THIRD QUARTER SUNNYVALE, California, October 13, 2015 ? Cepheid (Nasdaq: CPHD) today announced preliminary results for the quarter endi

Entry into a Material Definitive Agreement

8-K 1 d16892d8k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 September 18, 2015 Date of Report (Date of earliest event reported) CEPHEID (Exact name of Registrant as specified in its charter) California 000-30755 77-0441625 (State or other jurisdiction of incorporation) (

Cepheid 8-K (Current Report/Significant Event)

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 August 21, 2015 Date of Report (Date of earliest event reported) CEPHEID (Exact name of Registrant as specified in its charter) California 000-30755 77-0441625 (State or other jurisdiction of incorporation) (Commission file number) (I.

CEPHEID ANNOUNCES CFO CHANGE

EX-99.01 Exhibit 99.01 For Cepheid Media & Investor Inquiries: Jacquie Ross, CFA +1 408-400-8329 [email protected] CEPHEID ANNOUNCES CFO CHANGE SUNNYVALE, CALIFORNIA — August 13, 2015 — Cepheid (Nasdaq: CPHD) today announced the departure of Ilan Daskal who held the position of Executive Vice President, Chief Financial Officer. Mr. Daskal’s departure is not related to financial

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 August 12, 2015 Date of Report (Date of earliest event reported) CEPHEID (Exact name of Registrant as specified in its charter) California 000-30755 77-0441625 (State or other jurisdiction of incorporation) (Commission file number) (I.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

10-Q 1 d16828d10q.htm FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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, 2015 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period fr

CEPHEID 2015 EQUITY INCENTIVE PLAN (adopted February 10, 2015)

Exhibit 10.2 CEPHEID 2015 EQUITY INCENTIVE PLAN (adopted February 10, 2015) 1. PURPOSE. The purpose of this Plan is to provide incentives to attract, retain and motivate eligible persons whose present and potential contributions are important to the success of the Company, and any Parents and Subsidiaries that exist now or in the future, by offering them an opportunity to participate in the Compan

FINANCIAL TABLES FOLLOW CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (in thousands, except per share data) Three Months Ended Six Months Ended June 30, June 30, 2015 2014 2015 2014 Revenue $ 132,475 $ 116,503 $ 265,112 $ 223,410 Costs and operatin

EX-99.01 Exhibit 99.01 July 23, 2015 Cepheid Reports 2015 Second Quarter Results Commercial Clinical Grows 24% SUNNYVALE, Calif., July 23, 2015 /PRNewswire/ ? Cepheid (Nasdaq: CPHD) today reported revenue for the second quarter of 2015 of $132.5 million, representing growth of 14% from $116.5 million for the second quarter of 2014. Net loss was $(16.7) million, or $(0.23) per share, which compares

Q2 2015 Conference Call and Webcast Script

EX-99.02 3 d14890dex9902.htm EX-99.02 Exhibit 99.02 Cepheid Q2 2015 Conference Call and Webcast Script 2:00 p.m. Pacific Time July 23, 2015 Operator Good day, ladies and gentlemen. Welcome to the Cepheid 2015 second-quarter conference call. (Operator Instructions) I would now like to introduce sales-based conference call Ms. Jacquie Ross. You may begin, ma’am. Jacquie Ross - Cepheid - VP of IR Tha

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 July 23, 2015 Date of Report (Date of earliest event reported) CEPHEID (Exact name of Registrant as specified in its charter) California 000-30755 77-0441625 (State or other jurisdiction of incorporation) (Commission file number) (I.

Cepheid FORM SD

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD SPECIALIZED DISCLOSURE REPORT CEPHEID (Exact Name of Registrant as Specified in its Charter) California 000-30755 77-0441625 (State or other jurisdiction of incorporation or organization ) (Commission File Number) (IRS Employer Identification No.) 904 Caribbean Drive, Sunnyvale, California 94089-1189 (Address of Princi

Cepheid Conflict Minerals Report For The Reporting Period January 1 to December 31, 2014

EX-1.01 Exhibit 1.01 Cepheid Conflict Minerals Report For The Reporting Period January 1 to December 31, 2014 This Conflict Minerals Report (?CMR?) has been prepared by Cepheid (herein referred to, alternatively, as ?Cepheid,? ?we? and ?our?). This CMR for the reporting period January 1 to December 31, 2014 is presented to comply with the final conflict minerals implementing rules (?Final Rules?)

Cepheid S-8

S-8 As filed with the Securities and Exchange Commission on May 7, 2015 Registration No.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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, 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 00

CEPHEID NON-PLAN STOCK OPTION AGREEMENT (INDUCEMENT STOCK OPTION AWARD)

Exhibit 4.7 CEPHEID NON-PLAN STOCK OPTION AGREEMENT (INDUCEMENT STOCK OPTION AWARD) This Stock Option Agreement (this “Agreement”) is made and entered into as of the date of grant set forth below (the “Date of Grant”) by and between Cepheid, a California corporation (the “Company”), and the optionee named below (“Optionee”). Capitalized terms not defined herein shall have the meaning ascribed to t

CEPHEID NON-PLAN STOCK OPTION AGREEMENT (INDUCEMENT STOCK OPTION AWARD)

EX-4.6 Exhibit 4.6 CEPHEID NON-PLAN STOCK OPTION AGREEMENT (INDUCEMENT STOCK OPTION AWARD) This Stock Option Agreement (this ?Agreement?) is made and entered into as of the date of grant set forth below (the ?Date of Grant?) by and between Cepheid, a California corporation (the ?Company?), and the optionee named below (?Optionee?). Capitalized terms not defined herein shall have the meaning ascrib

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders

8-K 1 d918356d8k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 April 28, 2015 Date of Report (Date of earliest event reported) CEPHEID (Exact name of Registrant as specified in its charter) California 000-30755 77-0441625 (State or other jurisdiction of incorporation)

CEPHEID 2015 EQUITY INCENTIVE PLAN (adopted February 10, 2015)

EX-10.01 Exhibit 10.01 CEPHEID 2015 EQUITY INCENTIVE PLAN (adopted February 10, 2015) 1. PURPOSE. The purpose of this Plan is to provide incentives to attract, retain and motivate eligible persons whose present and potential contributions are important to the success of the Company, and any Parents and Subsidiaries that exist now or in the future, by offering them an opportunity to participate in

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 April 23, 2015 Date of Report (Date of earliest event reported) CEPHEID (Exact name of Registrant as specified in its charter) California 000-30755 77-0441625 (State or other jurisdiction of incorporation) (Commission file number) (I.

CEPHEID REPORTS 2015 FIRST QUARTER RESULTS Commercial Clinical Reagents Grow 35%

EX-99.01 2 d914504dex9901.htm EX-99.01 Exhibit 99.01 CONTACTS: For Media Inquiries: For Investor Inquiries: Jared Tipton Cepheid Corporate Communications Tel: (408) 400 8377 [email protected] Jacquie Ross, CFA Cepheid Investor Relations Tel: (408) 400 8329 [email protected] Cepheid 904 Caribbean Drive Sunnyvale, CA 94089 Telephone: 408.541.4191 Fax: 408.541.4192 CEPHEID REPOR

Mr. IIan Daskal

EX-10.01 2 d905408dex1001.htm EX-10.01 Exhibit 10.01 WEB WWW.CEPHEID.COM MAIN 1.888.336.2743 FAX 1.408.734.1260 March 31, 2015 Mr. IIan Daskal 1498 Saskatchewan Drive Sunnyvale, CA 94087 Re: Offer of Employment by Cepheid Dear IIan: I am very pleased to confirm our offer of employment with Cepheid (the “Company”). You will report to Mr. John Bishop, Chairman and Chief Executive Officer, in the pos

CEPHEID WELCOMES EXECUTIVE VICE PRESIDENT AND CHIEF FINANCIAL OFFICER

EX-99.01 Exhibit 99.01 For Cepheid Media Inquiries: Jared Tipton Cepheid Corporate Communications 408-400-8377 [email protected] For Cepheid Investor Inquiries: Jacquie Ross, CFA Cepheid Investor Relations 408-400-8329 [email protected] CEPHEID WELCOMES EXECUTIVE VICE PRESIDENT AND CHIEF FINANCIAL OFFICER SUNNYVALE, CALIF. ?April 7, 2015 ? Cepheid (Nasdaq: CPHD) today announc

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 April 2, 2015 Date of Report (Date of earliest event reported) CEPHEID (Exact name of Registrant as specified in its charter) California 000-30755 77-0441625 (State or other jurisdiction of incorporation) (Commission file number) (I.

Cepheid DEFINITIVE PROXY STATEMENT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 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 (Amendment No.

Cepheid DEFINITIVE ADDITIONAL MATERIALS

Definitive Additional Materials UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 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 (Amendment No.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 Form 10-K

10-K 1 d852874d10k.htm 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 Comm

List of Subsidiaries

Exhibit 21.1 List of Subsidiaries Cepheid Europe SAS Jurisdiction of organization: France ? Cepheid SAS (Wholly owned subsidiary of Cepheid Europe SAS) Jurisdiction of organization: France Cepheid AB Jurisdiction of organization: Sweden Cepheid HBDC Jurisdiction of organization: California, U.S.A. Cepheid GK Jurisdiction of organization: Japan Cepheid GmbH Jurisdiction of organization: Germany Cep

Separation Agreement, effective October 29, 2014, between Cepheid and James Post

EX-10.23 Exhibit 10.23 Separation Agreement, effective October 29, 2014, between Cepheid and James Post October 29, 2014 Via Hand Delivery Mr. James Post Re: Terms of Separation Dear Jim: This letter confirms the agreement (this “Agreement”) between you and Cepheid, a California corporation (the “Company”), concerning the terms of your separation from employment and offers you certain benefits in

CPHD / Cepheid / COLUMBIA WANGER ASSET MANAGEMENT LLC - SC 13G/A Passive Investment

SC 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 7)* CEPHEID INC (Name of Issuer) COMMON STOCK (Title of Class of Securities) 15670R107 (CUSIP Number) December 31, 2014 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the Rule pursuant to which this Schedule is file

EXHIBIT 99.1 - JOINT FILING AGREEMENT

EX-99.1 2 d866425dex991.htm EX-99.1 Exhibit 99.1 EXHIBIT 99.1 - JOINT FILING AGREEMENT The undersigned hereby agree that they are filing this statement jointly pursuant to Rule 13d-1(k)(1). Each of them is responsible for the timely filing of such Schedule 13G and any amendments thereto, and for the completeness and accuracy of the information concerning such person contained therein; but none of

CPHD / Cepheid / VANGUARD GROUP INC Passive Investment

cepheid.htm - Generated by SEC Publisher for SEC Filing SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 4 )* Name of issuer: Cepheid Title of Class of Securities: Common Stock CUSIP Number: 15670R107 Date of Event Which Requires Filing of this Statement: December 31, 2014 Check the appropriate box to designate the rul

CEPHEID REPORTS FOURTH QUARTER AND FULL YEAR 2014 RESULTS Fourth Quarter Commercial Clinical Up 26% Driven by 29% Growth in Xpert® Reagents

EX-99.01 2 d861261dex9901.htm EX-99.01 Exhibit 99.01 CONTACTS: For Media Inquiries: Jared Tipton Cepheid Corporate Communications Tel: (408) 400 8377 [email protected] For Investor Inquiries: Jacquie Ross, CFA Cepheid Investor Relations Tel: (408) 400 8329 [email protected] Cepheid 904 Caribbean Drive Sunnyvale, CA 94089 Telephone: (408) 541 4191 Fax: (408) 541 4192 CEPHEID R

Financial Statements and Exhibits, Results of Operations and Financial Condition

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 January 29, 2015 Date of Report (Date of earliest event reported) CEPHEID (Exact name of Registrant as specified in its charter) California 000-30755 77-0441625 (State or other jurisdiction of incorporation) (Commission file number) (I.

CEPHEID ANNOUNCES CFO CHANGE

EX-99.01 2 d845709dex9901.htm EX-99.01 Exhibit 99.01 CONTACTS: For Media Inquiries: For Investor Inquiries: Jared Tipton Cepheid Corporate Communications Tel: (408) 400-8377 [email protected] Jacquie Ross, CFA Cepheid Investor Relations Tel: (408) 400-8329 [email protected] CEPHEID ANNOUNCES CFO CHANGE SUNNYVALE, CALIF. — January 5, 2015 — Cepheid (Nasdaq: CPHD) today announc

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 December 30, 2014 Date of Report (Date of earliest event reported) CEPHEID (Exact name of Registrant as specified in its charter) California 000-30755 77-0441625 (State or other jurisdiction of incorporation) (Commission file number) (I.

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

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 November 15, 2014 Date of Report (Date of earliest event reported) CEPHEID (Exact name of Registrant as specified in its charter) California 000-30755 77-0441625 (State or other jurisdiction of incorporation) (Commission file number) (I.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

10-Q 1 d794583d10q.htm 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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 September 30, 2014 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period f

Purchase Agreement

EX-10.1 2 d794583dex101.htm EX-10.1 Exhibit 10.1 Purchase Agreement This document is to confirm the terms of the agreement (“Purchase Agreement”) between Cepheid, a California corporation with its principal office at 904 Caribbean Drive, Sunnyvale, California 94089 (“Cepheid”), and Laboratory Supply Company, a Kentucky company with its principal office at 1951 Bishop Lane, Suite 300, Louisville, K

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

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 October 28, 2014 Date of Report (Date of earliest event reported) CEPHEID (Exact name of Registrant as specified in its charter) California 000-30755 77-0441625 (State or other jurisdiction of incorporation) (Commission file number) (I.

CEPHEID REPORTS 2014 THIRD QUARTER RESULTS Commercial Clinical Grows 23% Driven by 25% Growth in Xpert Tests

EX-99.01 2 d805960dex9901.htm EX-99.01 Exhibit 99.01 CONTACTS: For Media Inquiries: For Investor Inquiries: Jared Tipton Cepheid Corporate Communications Tel: (408) 400 8377 [email protected] Jacquie Ross, CFA Cepheid Investor Relations Tel: (408) 400 8329 [email protected] Cepheid 904 Caribbean Drive Sunnyvale, CA 94089 Telephone: 408.541.4191 Fax: 408.541.4192 CEPHEID REPOR

Financial Statements and Exhibits, Results of Operations and Financial Condition

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 October 16, 2014 Date of Report (Date of earliest event reported) CEPHEID (Exact name of Registrant as specified in its charter) California 000-30755 77-0441625 (State or other jurisdiction of incorporation) (Commission file number) (I.

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 September 30, 2014 Date of Report (Date of earliest event reported) CEPHEID (Exact name of Registrant as specified in its charter) California 000-30755 77-0441625 (State or other jurisdiction of incorporation) (Commission file number) (I.

CEPHEID EXTENDS REACH OF DIRECT US COMMERCIAL OPERATIONS Acquires Customer Relationships from Former Distribution Partner

EX-99.01 2 d798548dex9901.htm EX-99.01 Exhibit 99.01 CONTACTS: For Media Inquiries: For Investor Inquiries: Jared Tipton Cepheid Corporate Communications Tel: (408) 400-8377 [email protected] Jacquie Ross, CFA Cepheid Investor Relations Tel: (408) 400-8329 [email protected] CEPHEID EXTENDS REACH OF DIRECT US COMMERCIAL OPERATIONS Acquires Customer Relationships from Former Di

June 3, 2014

Exhibit 10.1 Cepheid. June 3, 2014 Mr. Peter Farrell Re: Offer of Employment by Cepheid Dear Peter: I am very pleased to confirm our offer to you of employment with Cepheid (the “Company’’ ) . You will report to John Bishop in the position of Executive Vice President, International Commercial Operations based in Sunnyvale, California. The terms of our offer and the benefits currently provided by t

CERTIFICATE OF AMENDMENT OF THE FIFTH AMENDED AND RESTATED ARTICLES OF INCORPORATION A California corporation

EX-3.1 2 d751527dex31.htm EX-3.1 Exhibit 3.1 CERTIFICATE OF AMENDMENT OF THE FIFTH AMENDED AND RESTATED ARTICLES OF INCORPORATION OF CEPHEID, A California corporation The undersigned, John L. Bishop and Joseph H. Smith, hereby certify that: 1. Mr. Bishop is the Chairman of the Board and Chief Executive Officer and Mr. Smith is the Executive Vice President, Corporate Development and General Counsel

Change of Control Retention and Severance Agreement

EX-10.2 4 d751527dex102.htm EX-10.2 Exhibit 10.2 Change of Control Retention and Severance Agreement This Change of Control Retention and Severance Agreement (the “Agreement”) is made and entered into as of June 9, 2014, by and between Cepheid and Peter Farrell (the “Executive”). Capitalized terms used in this Agreement shall have the meanings set forth in Section 3 below. 1. Purpose. The purpose

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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, 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 000

Financial Statements and Exhibits, Results of Operations and Financial Condition

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 July 17, 2014 Date of Report (Date of earliest event reported) CEPHEID (Exact name of Registrant as specified in its charter) California 000-30755 77-0441625 (State or other jurisdiction of incorporation) (Commission file number) (I.

CEPHEID REPORTS 2014 SECOND QUARTER RESULTS Record HBDC Placements and Strength in North America Reagents Drive 27% Clinical Growth

EX-99.01 Exhibit 99.01 CONTACTS: For Media Inquiries: For Investor Inquiries: Jared Tipton Cepheid Corporate Communications Tel: (408) 400 8377 [email protected] Jacquie Ross, CFA Cepheid Investor Relations Tel: (408) 400 8329 [email protected] Cepheid 904 Caribbean Drive Sunnyvale, CA 94089 Telephone: 408.541.4191 Fax: 408.541.4192 CEPHEID REPORTS 2014 SECOND QUARTER RESULTS

CEPHEID WELCOMES EXECUTIVE VICE PRESIDENT OF INTERNATIONAL COMMERCIAL OPERATIONS

EX-99.01 Exhibit 99.01 CONTACTS: For Media Inquiries: For Investor Inquiries: Jared Tipton Cepheid Corporate Communications Tel: (408) 400 8377 [email protected] Jacquie Ross, CFA Cepheid Investor Relations Tel: (408) 400 8329 [email protected] Cepheid 904 Caribbean Drive Sunnyvale, CA 94089 Telephone: 408.541.4191 Fax: 408.541.4192 CEPHEID WELCOMES EXECUTIVE VICE PRESIDENT OF

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits, Other Events

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 June 9, 2014 Date of Report (Date of earliest event reported) CEPHEID (Exact name of Registrant as specified in its charter) California 000-30755 77-0441625 (State or other jurisdiction of incorporation) (Commission file number)

Cepheid Conflict Minerals Report For The Reporting Period January 1 to December 31, 2013

EX-1.02 Exhibit 1.02 to Form SD Cepheid Conflict Minerals Report For The Reporting Period January 1 to December 31, 2013 This Conflict Minerals Report (“CMR”) has been prepared by Cepheid (herein referred to, alternatively, as “Cepheid,” “we” and “our”). This CMR for the reporting period January 1 to December 31, 2013 is presented to comply with the final conflict minerals implementing rules (“Fin

- SD

SD UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD SPECIALIZED DISCLOSURE REPORT CEPHEID (Exact Name of Registrant as Specified in its Charter) California 000-30755 77-0441625 (State or other jurisdiction of incorporation or organization) (Commission File Number) (IRS Employer Identification No.) 904 Caribbean Drive, Sunnyvale, California 94089-1189 (Address of Prin

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

10-Q 1 d705999d10q.htm 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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, 2014 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from

CEPHEID NOTICE OF NON-PLAN RESTRICTED STOCK UNIT AWARD (INDUCEMENT RESTRICTED STOCK UNIT AWARD) GRANT NUMBER:

EX-4.8 Exhibit 4.8 CEPHEID NOTICE OF NON-PLAN RESTRICTED STOCK UNIT AWARD (INDUCEMENT RESTRICTED STOCK UNIT AWARD) GRANT NUMBER: Unless otherwise defined herein, the terms defined in the Cepheid, a California corporation (the “Company”), 2006 Equity Incentive Plan, as amended (the “Plan”), shall have the same meanings in this Notice of Non-Plan Restricted Stock Unit Award (the “Notice’’). Name: Ja

- FORM S-8

Form S-8 As filed with the Securities and Exchange Commission on May 5, 2014 Registration No: 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 CEPHEID (Exact name of registrant as specified in its charter) California 77-0441625 (State or other jurisdiction of incorporation or organization) (I.

CEPHEID NON-PLAN STOCK OPTION AGREEMENT (INDUCEMENT STOCK OPTION AWARD)

EX-4.7 2 d718768dex47.htm EX-4.7 Exhibit 4.7 CEPHEID NON-PLAN STOCK OPTION AGREEMENT (INDUCEMENT STOCK OPTION AWARD) This Stock Option Agreement (this “Agreement”) is made and entered into as of the date of grant set forth below (the “Date of Grant”) by and between Cepheid, a California corporation (the “Company”), and the optionee named below (“Optionee”). Capitalized terms not defined herein sha

CEPHEID NOTICE OF NON-PLAN RESTRICTED STOCK UNIT AWARD (INDUCEMENT RESTRICTED STOCK UNIT AWARD) GRANT NUMBER:

EX-4.10 Exhibit 4.10 CEPHEID NOTICE OF NON-PLAN RESTRICTED STOCK UNIT AWARD (INDUCEMENT RESTRICTED STOCK UNIT AWARD) GRANT NUMBER: Unless otherwise defined herein, the terms defined in the Cepheid, a California corporation (the “Company”), 2006 Equity Incentive Plan, as amended (the “Plan”), shall have the same meanings in this Notice of Non-Plan Restricted Stock Unit Award (the “Notice”). Name: W

CEPHEID NON-PLAN STOCK OPTION AGREEMENT (INDUCEMENT STOCK OPTION AWARD)

EX-4.9 Exhibit 4.9 CEPHEID NON-PLAN STOCK OPTION AGREEMENT (INDUCEMENT STOCK OPTION AWARD) This Stock Option Agreement (this “Agreement”) is made and entered into as of the date of grant set forth below (the “Date of Grant”) by and between Cepheid, a California corporation (the “Company”), and the optionee named below (“Optionee”). Capitalized terms not defined herein shall have the meaning ascrib

CEPHEID 2006 Equity Incentive Plan (adopted April 27, 2006 and amended April 24, 2008, April 29, 2010, October 26, 2010, April 24, 2012 and April 22, 2014)

EX-99.01 2 d718449dex9901.htm EX-99.01 Exhibit 99.01 CEPHEID 2006 Equity Incentive Plan (adopted April 27, 2006 and amended April 24, 2008, April 29, 2010, October 26, 2010, April 24, 2012 and April 22, 2014) 1. PURPOSE. The purpose of this Plan is to provide incentives to attract, retain and motivate eligible persons whose present and potential contributions are important to the success of the Co

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders - FORM 8-K

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 April 22, 2014 Date of Report (Date of earliest event reported) CEPHEID (Exact name of Registrant as specified in its charter) California 000-30755 77-0441625 (State or other jurisdiction of incorporation) (Commission file number) (I.

Financial Statements and Exhibits, Results of Operations and Financial Condition

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 April 17, 2014 Date of Report (Date of earliest event reported) CEPHEID (Exact name of Registrant as specified in its charter) California 000-30755 77-0441625 (State or other jurisdiction of incorporation) (Commission file number) (I.

CEPHEID REPORTS 2014 FIRST QUARTER RESULTS Strong Commercial and HBDC Drive Clinical Growth of 26%

EX-99.01 Exhibit 99.01 CONTACTS: For Media Inquiries: For Investor Inquiries: Cepheid 904 Caribbean Drive Sunnyvale, CA 94089 Telephone: 408.541.4191 Fax: 408.541.4192 Jared Tipton Cepheid Corporate Communications Tel: (408) 400 8377 [email protected] Jacquie Ross Cepheid Investor Relations Tel: (408) 400 8329 [email protected] CEPHEID REPORTS 2014 FIRST QUARTER RESULTS Stron

- DEFA14A

DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 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 (Amendment No.

- DEF14A

DEF14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 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 (Amendment No.

List of Subsidiaries

Exhibit 21.1 List of Subsidiaries Cepheid Europe SAS Jurisdiction of organization: France ? Cepheid HBDC (Wholly owned subsidiary of Cepheid Europe SAS) Jurisdiction of organization: France Cepheid AB Jurisdiction of organization: Sweden Cepheid SAS Jurisdiction of organization: California, U.S.A. Cepheid GK Jurisdiction of organization: Japan Cepheid GmbH Jurisdiction of organization: Germany Cep

Change of Control Retention and Severance Agreement

Exhibit 10.18 Change of Control Retention and Severance Agreement This Change of Control Retention and Severance Agreement (the ?Agreement?) is made and entered into as of , 201 , by and between Cepheid and (the ?Executive?). Capitalized terms used in this Agreement shall have the meanings set forth in Section 3 below. 1. Purpose. The purpose of this Agreement is to encourage Executive to remain i

December 22, 2011

Exhibit 10.27 WEB MAIN FAX WWW.CEPHEID.COM 1.888.336.2743 1.408.734.1260 December 22, 2011 Mr. Mike Fitzgerald 10 Miller Place, #1702 San Francisco, CA 94108 Re: Offer of Employment by Cepheid Dear Mike: I am very pleased to confirm our offer to you of employment with Cepheid (the ?Company?). You will report to John Bishop in the position of Senior Vice President, Human Resources. The terms of our

November 11, 2013

EX-10.28 4 d658346dex1028.htm EX-10.28 Exhibit 10.28 WEB WWW.CEPHEID.COM MAIN 1.888.336.2743 FAX 1.408.734.1260 November 11, 2013 Mr. James Post 22 Hearthstone Drive Brookfield, CT 06804 Dear Jim: I am very pleased to confirm our offer of employment with Cepheid (the “Company”), as the Executive Vice President of North American Commercial Operations reporting to John L Bishop, Chairman & CEO, with

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 Form 10-K

10-K 1 d658346d10k.htm 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Comm

- PRELIMINARY PROXY STATEMENT

Preliminary Proxy Statement UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 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 (Amendment No.

CPHD / Cepheid / VANGUARD GROUP INC Passive Investment

SC 13G/A 1 cepheidinc.htm SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 3 )* Name of issuer: Cepheid Inc Title of Class of Securities: Common Stock CUSIP Number: 15670R107 Date of Event Which Requires Filing of this Statement: December 31, 2013 Check the appropriate box to designate the rule pursuant to which this S

2 Procedures for Exercise. Conversion Date: With respect to any conversion of a Convertible Note (other than any conversion of Convertible Notes with a Conversion Date occurring prior to the Free Convertibility Date (any such conversion, an “Early Co

Exhibit 99.02 EXECUTION VERSION Morgan Stanley & Co. International plc c/o Morgan Stanley & Co. LLC 1585 Broadway, 5th Floor New York, NY 10036 DATE: February 5, 2014 TO: Cepheid 904 Caribbean Drive Sunnyvale, California 94089 ATTENTION: Chief Financial Officer TELEPHONE: (408) 541-4191 FACSIMILE: (408) 541-6439 FROM: Morgan Stanley & Co. International plc TELEPHONE: (212) 761-4000 SUBJECT: Additi

4 Relevant Settlement Method: In respect of any Option: (i) if Counterparty has elected to settle its conversion obligations in respect of the related Convertible Note (A) entirely in Shares pursuant to Section 14.02(a)(iv)(A) of the Indenture (toget

EX-99.05 7 d673774dex9905.htm EX-99.05 Exhibit 99.05 EXECUTION VERSION GOLDMAN, SACHS & CO. | 200 WEST STREET | NEW YORK, NEW YORK 10282-2198 |TEL: (212) 902-1000 DATE: February 4, 2014 TO: Cepheid 904 Caribbean Drive Sunnyvale, California 94089 ATTENTION: Chief Financial Officer TELEPHONE: (408) 541-4191 FACSIMILE: (408) 541-6439 FROM: Goldman, Sachs & Co. TELEPHONE: (212) 902-1000 SUBJECT: Base

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, 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, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 February 4, 2014 Date of Report (Date of earliest event reported) CEPHEID (Exact name of Registrant as specified in its charter) California 000-30755 77-0441625 (State or other jurisdiction of incorporation) (Commission file number) (I.

10 Announcement Date: The definition of “Announcement Date” in Section 12.1 of the Equity Definitions is hereby amended by (i) replacing the words “a firm” with the word “any” in the second and fourth lines thereof, (ii) replacing the word “leads to

EX-99.01 3 d673774dex9901.htm EX-99.01 Exhibit 99.01 EXECUTION VERSION Morgan Stanley & Co. International plc c/o Morgan Stanley & Co. LLC 1585 Broadway, 5th Floor New York, NY 10036 DATE: February 4, 2014 TO: Cepheid 904 Caribbean Drive Sunnyvale, California 94089 ATTENTION: Chief Financial Officer TELEPHONE: (408) 541-4191 FACSIMILE: (408) 541-6439 FROM: Morgan Stanley & Co. International plc TE

13 Cepheid 904 Caribbean Drive Sunnyvale, California 94089 Attention: Chief Financial Officer Telephone No.: (408) 541-4191 Facsimile No.: (408) 541-6439

EX-99.06 Exhibit 99.06 EXECUTION VERSION GOLDMAN, SACHS & CO. | 200 WEST STREET | NEW YORK, NEW YORK 10282-2198 |TEL: (212) 902-1000 DATE: February 5, 2014 TO: Cepheid 904 Caribbean Drive Sunnyvale, California 94089 ATTENTION: Chief Financial Officer TELEPHONE: (408) 541-4191 FACSIMILE: (408) 541-6439 FROM: Goldman, Sachs & Co. TELEPHONE: (212) 902-1000 SUBJECT: Additional Call Option Transaction

CEPHEID WELLS FARGO BANK, NATIONAL ASSOCIATION, as Trustee Dated as of February 10, 2014 1.25% Convertible Senior Notes due 2021 TABLE OF CONTENTS PAGE ARTICLE 1 DEFINITIONS Section 1.01. Definitions 1 Section 1.02. References to Interest 12 ARTICLE

EX-4.01 2 d673774dex401.htm EX-4.01 Exhibit 4.01 EXECUTION VERSION CEPHEID AND WELLS FARGO BANK, NATIONAL ASSOCIATION, as Trustee INDENTURE Dated as of February 10, 2014 1.25% Convertible Senior Notes due 2021 TABLE OF CONTENTS PAGE ARTICLE 1 DEFINITIONS Section 1.01. Definitions 1 Section 1.02. References to Interest 12 ARTICLE 2 ISSUE, DESCRIPTION, EXECUTION, REGISTRATION AND EXCHANGE OF NOTES S

2

EX-99.04 Exhibit 99.04 EXECUTION VERSION Jefferies LLC 520 Madison Avenue New York, New York 10022 (212) 284-2300 DATE: February 5, 2014 TO: Cepheid 904 Caribbean Drive Sunnyvale, California 94089 ATTENTION: Chief Financial Officer TELEPHONE: (408) 541-4191 FACSIMILE: (408) 541-6439 FROM: Jefferies LLC TELEPHONE: (212) 284-2300 SUBJECT: Additional Call Option Transaction Reference Number(s): CPHD0

Cepheid Announces Closing of $345 Million of 1.25% Convertible Senior Notes due 2021

EX-99.07 Exhibit 99.07 CONTACTS: For Media Inquiries: For Investor Inquiries: Jared Tipton Cepheid Corporate Communications Tel: (408) 400 8377 [email protected] Jacquie Ross, CFA Cepheid Investor Relations Tel: (408) 400 8329 [email protected] Cepheid 904 Caribbean Drive Sunnyvale, CA 94089 Telephone: (408) 541-4191 Fax: (408) 541-4192 Cepheid Announces Closing of $345 Milli

2

EX-99.03 Exhibit 99.03 EXECUTION VERSION Jefferies LLC 520 Madison Avenue New York, New York 10022 (212) 284-2300 DATE: February 4, 2014 TO: Cepheid 904 Caribbean Drive Sunnyvale, California 94089 ATTENTION: Chief Financial Officer TELEPHONE: (408) 541-4191 FACSIMILE: (408) 541-6439 FROM: Jefferies LLC TELEPHONE: (212) 284-2300 SUBJECT: Base Call Option Transaction Reference Number(s): CPHD0001 Th

CPHD / Cepheid / OPPENHEIMER FUNDS INC - SCHEDULE 13G Passive Investment

SC 13G/A 1 cepheid.htm SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2 )* CEPHEID (Name of Issuer) COMMON STOCK (Title of Class of Securities) 15670R107 (CUSIP Number) 12/31/2013 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant

CPHD / Cepheid / COLUMBIA WANGER ASSET MANAGEMENT LLC - SC 13G/A Passive Investment

SC 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 6)* CEPHEID INC (Name of Issuer) COMMON STOCK (Title of Class of Securities) 15670R107 (CUSIP Number) December 31, 2013 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the Rule pursuant to which this Schedule is file

EXHIBIT 99.1 - JOINT FILING AGREEMENT

EX-99.1 Exhibit 99.1 EXHIBIT 99.1 - JOINT FILING AGREEMENT The undersigned hereby agree that they are filing this statement jointly pursuant to Rule 13d-1(k)(1). Each of them is responsible for the timely filing of such Schedule 13G and any amendments thereto, and for the completeness and accuracy of the information concerning such person contained therein; but none of them is responsible for the

CEPHEID PRICES $300 MILLION CONVERTIBLE SENIOR NOTES DUE 2021

EX-99.01 Exhibit 99.01 CONTACTS: For Media Inquiries: For Investor Inquiries: Jared Tipton Cepheid Corporate Communications Tel: (408) 400 8377 [email protected] Jacquie Ross, CFA Cepheid Investor Relations Tel: (408) 400 8329 [email protected] Cepheid 904 Caribbean Drive Sunnyvale, CA 94089 Telephone: (408) 541-4191 Fax: (408) 541-4192 CEPHEID PRICES $300 MILLION CONVERTIBLE

Financial Statements and Exhibits, Other Events - 8-K

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 February 4, 2014 Date of Report (Date of earliest event reported) CEPHEID (Exact name of Registrant as specified in its charter) California 000-30755 77-0441625 (State or other jurisdiction of incorporation) (Commission file number) (I.

CEPHEID TO OFFER $250 MILLION CONVERTIBLE SENIOR NOTES DUE 2021

EX-99.01 Exhibit 99.01 CONTACTS: For Media Inquiries: For Investor Inquiries: Jared Tipton Cepheid Corporate Communications Tel: (408) 400 8377 [email protected] Jacquie Ross, CFA Cepheid Investor Relations Tel: (408) 400 8329 [email protected] Cepheid 904 Caribbean Drive Sunnyvale, CA 94089 Telephone: (408) 541-4191 Fax: (408) 541-4192 CEPHEID TO OFFER $250 MILLION CONVERTIB

Financial Statements and Exhibits, Other Events - FORM 8-K

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 February 3, 2014 Date of Report (Date of earliest event reported) CEPHEID (Exact name of Registrant as specified in its charter) California 000-30755 77-0441625 (State or other jurisdiction of incorporation) (Commission file number) (I.

Financial Statements and Exhibits, Results of Operations and Financial Condition - 8-K

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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 30, 2014 CEPHEID (Exact name of Registrant as specified in its charter) California 000-30755 77-0441625 (State or other jurisdiction of incorporation) (Commission file number) (I.

CEPHEID REPORTS FOURTH QUARTER AND FULL YEAR 2013 RESULTS Record Commercial GeneXpert® System Placements and Strong Commercial Reagent Growth Highlight Building Momentum as Xpert® Test Menu Expands

Exhibit 99.01 CONTACTS: For Media Inquiries: For Investor Inquiries: Jared Tipton Cepheid Corporate Communications Tel: (408) 400 8377 [email protected] Jacquie Ross, CFA Cepheid Investor Relations Tel: (408) 400 8329 [email protected] Cepheid 904 Caribbean Drive Sunnyvale, CA 94089 Telephone: (408) 541 4191 Fax: (408) 541 4192 CEPHEID REPORTS FOURTH QUARTER AND FULL YEAR 201

CEPHEID EXECUTIVE DEFERRED COMPENSATION PLAN (Effective as of January 1, 2014) TABLE OF CONTENTS Page SECTION 1 DEFINITIONS 1 1.1 “Account” 1 1.2 “Affiliate” 1 1.3 “Base Salary” 1 1.4 “Beneficiary” 2 1.5 “Board” 2 1.6 “Bonus” 2 1.7 “Change in Control

EX-99.01 2 d644124dex9901.htm EX-99.01 Exhibit 99.01 CEPHEID EXECUTIVE DEFERRED COMPENSATION PLAN (Effective as of January 1, 2014) TABLE OF CONTENTS Page SECTION 1 DEFINITIONS 1 1.1 “Account” 1 1.2 “Affiliate” 1 1.3 “Base Salary” 1 1.4 “Beneficiary” 2 1.5 “Board” 2 1.6 “Bonus” 2 1.7 “Change in Control Event” 2 1.8 “Code” 2 1.9 “Committee” 2 1.10 “Company” 2 1.11 “Compensation” 2 1.12 “Compensatio

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, 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 December 9, 2013 Date of Report (Date of earliest event reported) CEPHEID (Exact name of Registrant as specified in its charter) California 000-30755 77-0441625 (State or other jurisdiction of incorporation) (Commission file number)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

10-Q 1 d596985d10q.htm FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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 September 30, 2013 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition per

CEPHEID REPORTS 2013 THIRD QUARTER RESULTS First $100 Million Revenue Quarter Driven by Record Commercial Clinical and HBDC Sales

EX-99.01 Exhibit 99.01 CONTACTS: For Media Inquiries: For Investor Inquiries: Jared Tipton Cepheid Corporate Communications Tel: (408) 400 8377 [email protected] Jacquie Ross, CFA Cepheid Investor Relations Tel: (408) 400 8329 [email protected] Cepheid 904 Caribbean Drive Sunnyvale, CA 94089 Telephone: 408.541.4191 Fax: 408.541.4192 CEPHEID REPORTS 2013 THIRD QUARTER RESULTS

Financial Statements and Exhibits, Results of Operations and Financial Condition

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 October 17, 2013 Date of Report (Date of earliest event reported) CEPHEID (Exact name of Registrant as specified in its charter) California 000-30755 77-0441625 (State or other jurisdiction of incorporation) (Commission file number)

July 15, 2013

EX-10.3 2 d561531dex103.htm EX-10.3 Exhibit 10.3 July 15, 2013 Via Hand Delivery Humberto Reyes Re: Terms of Separation Dear Humberto: This letter confirms the agreement (this “Agreement”) between you and Cepheid, a California corporation (the “Company”), concerning the terms of your separation from employment and offers you certain benefits in exchange for a general release of claims and covenant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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, 2013 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 000

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits, Results of Operations and Financial Condition

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 July 16, 2013 Date of Report (Date of earliest event reported) CEPHEID (Exact name of Registrant as specified in its charter) California 000-30755 77-0441625 (State or other jurisdiction of incorporation) (Commission file number) (I.

CEPHEID REPORTS 2013 SECOND QUARTER RESULTS Record Revenue Driven by $18 Million Year-Over-Year Growth in Clinical

EX-99.01 Exhibit 99.01 CONTACTS: For Media Inquiries: For Investor Inquiries: Jared Tipton Cepheid Corporate Communications Tel: (408) 400 8377 [email protected] Jacquie Ross Cepheid Investor Relations Tel: (408) 400 8329 [email protected] Cepheid 904 Caribbean Drive Sunnyvale, CA 94089 Telephone: 408.541.4191 Fax: 408.541.4192 CEPHEID REPORTS 2013 SECOND QUARTER RESULTS Reco

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits, Results of Operations and Financial Condition

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 July 10, 2013 Date of Report (Date of earliest event reported) CEPHEID (Exact name of Registrant as specified in its charter) California 000-30755 77-0441625 (State or other jurisdiction of incorporation) (Commission file number) (I.

CEPHEID ANNOUNCES PRELIMINARY 2013 SECOND QUARTER RESULTS Record Revenue Highlights Strong Demand and Progress in Manufacturing, But Unanticipated Inventory Reserve Increases Costs

EX-99.01 Exhibit 99.01 CONTACTS: For Media Inquiries: For Investor Inquiries: Jared Tipton Cepheid Corporate Communications Tel: (408) 400 8377 [email protected] Jacquie Ross Cepheid Investor Relations Tel: (408) 400 8329 [email protected] Cepheid 904 Caribbean Drive Sunnyvale, CA 94089 Telephone: 408.541.4191 Fax: 408.541.4192 CEPHEID ANNOUNCES PRELIMINARY 2013 SECOND QUARTE

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CORRESP May 20, 2013 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, NE Washington, DC 20549 Attention: Brian Cascio, Accounting Branch Chief Re: Cepheid Form 10-K for the Fiscal Year Ended December 31, 2012 Filed February 28, 2013 Filed No. 000-30755 Dear Mr. Cascio: On behalf of Cepheid (the “Company”), and in connection with the submission of the

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May 14, 2013 VIA EDGAR AND OVERNIGHT DELIVERY U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, NE Washington, DC 20549 Attention: Brian Cascio, Accounting Branch Chief Re: Cepheid Form 10-K for the Fiscal Year Ended December 31, 2012 (“2012 Form 10-K”) Filed February 28, 2013 Filed No. 000-30755 Dear Mr. Cascio: Cepheid (the “Company”) hereby submits this lette

Cepheid Welcomes Executive Vice President of Global Operations

EX-99.01 Exhibit 99.01 CONTACTS: For Media Inquiries: For Investor Inquiries: Jared Tipton Cepheid Corporate Communications Tel: (408) 400-8377 [email protected] Jacquie Ross Cepheid Investor Relations Tel: (408) 400-8329 [email protected] Cepheid Welcomes Executive Vice President of Global Operations SUNNYVALE, CALIF. —May 7, 2013— Cepheid (NASDAQ: CPHD) today announced that

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Entry into a Material Definitive Agreement, Financial Statements and Exhibits - FORM 8-K

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 May 6, 2013 Date of Report (Date of earliest event reported) CEPHEID (Exact name of Registrant as specified in its charter) California 000-30755 77-0441625 (State or other jurisdiction of incorporation) (Commission file numb

April 11, 2013

EX-10.01 2 d533405dex1001.htm EX-10.01 Exhibit 10.01 WEB MAIN FAX WWW.CEPHEID.COM 1.888.336.2743 1.408.734.1260 April 11, 2013 Warren Kocmond [Home Address] Re: Offer of Employment by Cepheid Dear Warren: I am very pleased to confirm our offer to you of employment with Cepheid (the “Company”). You will report to John Bishop in the position of Executive Vice President, Global Operations. The terms

Change of Control Retention and Severance Agreement

EX-10.02 3 d533405dex1002.htm EX-10.02 Exhibit 10.02 Change of Control Retention and Severance Agreement This Change of Control Retention and Severance Agreement (the “Agreement”) is made and entered into as of, May 6, 2013 by and between Cepheid and , Warren Kocmond (the “Executive”). Capitalized terms used in this Agreement shall have the meanings set forth in Section 3 below. 1. Purpose. The pu

Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 April 30, 2013 Date of Report (Date of earliest event reported) CEPHEID (Exact name of Registrant as specified in its charter) California 000-30755 77-0441625 (State or other jurisdiction of incorporation) (Commission file number) (I.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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 ¨ 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 00

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 April 18, 2013 Date of Report (Date of earliest event reported) CEPHEID (Exact name of Registrant as specified in its charter) California 000-30755 77-0441625 (State or other jurisdiction of incorporation) (Commission file number) (I.

CEPHEID REPORTS 2013 FIRST QUARTER RESULTS Clinical Reagent Revenue Growth of 23% Driven by Continued Momentum of Xpert® Test Portfolio

Exhibit 99.01 CONTACTS: For Media Inquiries: For Investor Inquiries: Jared Tipton Cepheid Corporate Communications Tel: (408) 400 8377 [email protected] Jacquie Ross Cepheid Investor Relations Tel: (408) 400 8329 [email protected] Cepheid 904 Caribbean Drive Sunnyvale, CA 94089 Telephone: 408.541.4191 Fax: 408.541.4192 CEPHEID REPORTS 2013 FIRST QUARTER RESULTS Clinical Reage

- DEFINITIVE PROXY STATEMENT

DEF 14A 1 d509915ddef14a.htm DEFINITIVE PROXY STATEMENT UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 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 (Amendment No. ) Filed by the Registrant þ Filed by a Party other than the Registrant ¨ Check the ap

- FORM S-8

Form S-8 As filed with the Securities and Exchange Commission on February 28, 2013 Registration No: 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

List of Subsidiaries

EX-21.1 Exhibit 21.1 List of Subsidiaries Cepheid Europe SAS Jurisdiction of organization: France • Cepheid HBDC (Wholly owned subsidiary of Cepheid Europe SAS) Jurisdiction of organization: France Cepheid AB Jurisdiction of organization: Sweden Cepheid SAS Jurisdiction of organization: California, U.S.A. Cepheid GK Jurisdiction of organization: Japan Cepheid GmbH Jurisdiction of organization: Ger

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Exhibit 10.23 Mr. Nicolaas Arnold 323 Rees Street Playa Del Rey, CA 90293 January 17, 2013 Re: Terms of Separation Dear Nico: This letter confirms the agreement (“Agreement”) between you and Cepheid (the “Company”) concerning the terms of your separation and offers you the separation compensation we discussed in exchange for a general release of claims and covenant not to sue. 1. Separation Date:

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 Form 10-K

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 ? 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 000-30755 CEPHEID (Exact name of Registrant as Specified in its Charter) California 77-0441625 (State or Other Jurisdiction (I.

CPHD / Cepheid / COLUMBIA WANGER ASSET MANAGEMENT LLC - SC 13G/A Passive Investment

SC 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 5)* CEPHEID INC (Name of Issuer) COMMON STOCK (Title of Class of Securities) 15670R107 (CUSIP Number) December 31, 2012 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the Rule pursuant to which this Schedule is file

EXHIBIT 99.1 — JOINT FILING AGREEMENT

Exhibit 99.1 EXHIBIT 99.1 — JOINT FILING AGREEMENT The undersigned hereby agree that they are filing this statement jointly pursuant to Rule 13d-1(k)(1). Each of them is responsible for the timely filing of such Schedule 13G and any amendments thereto, and for the completeness and accuracy of the information concerning such person contained therein; but none of them is responsible for the complete

CEPHEID ANNOUNCES BOARD OF DIRECTORS CHANGES

Exhibit 99.01 CONTACTS: For Media Inquiries: For Investor Inquiries: Jared Tipton Cepheid Corporate Communications Tel: (408) 400 8377 [email protected] Jacquie Ross Cepheid Investor Relations Tel: (408) 400 8329 [email protected] Cepheid 904 Caribbean Drive Sunnyvale, CA 94089 Telephone: 408.541.4191 Fax: 408.541.4192 CEPHEID ANNOUNCES BOARD OF DIRECTORS CHANGES SUNNYVALE, C

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 February 12, 2013 Date of Report (Date of earliest event reported) CEPHEID (Exact name of Registrant as specified in its charter) California 000-30755 77-0441625 (State or other jurisdiction of incorporation) (Commission file number) (I.

CPHD / Cepheid / VANGUARD GROUP INC Passive Investment

cepheidinc.htm - Generated by SEC Publisher for SEC Filing SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 2 )* Name of issuer: Cepheid Inc Title of Class of Securities: Common Stock CUSIP Number: 15670R107 Date of Event Which Requires Filing of this Statement: December 31, 2012 Check the appropriate box to designate

CPHD / Cepheid / OPPENHEIMER FUNDS INC Passive Investment

SC 13G 1 cepheid123112.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* CEPHEID (Name of Issuer) COMMON STOCK (Title of Class of Securities) 15670R107 (CUSIP Number) 12/31/2012 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which t

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers - FORM 8-K

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 February 2, 2013 Date of Report (Date of earliest event reported) CEPHEID (Exact name of Registrant as specified in its charter) California 000-30755 77-0441625 (State or other jurisdiction of incorporation) (Commission file number) (I.

CEPHEID REPORTS FOURTH QUARTER AND FULL YEAR 2012 RESULTS Clinical Reagents Grow 32% in 2012

Exhibit 99.01 CONTACTS: For Media Inquiries: For Investor Inquiries: Jared Tipton Cepheid Corporate Communications Tel: (408) 400 8377 [email protected] Jacquie Ross Cepheid Investor Relations Tel: (408) 400 8329 [email protected] Cepheid 904 Caribbean Drive Sunnyvale, CA 94089 Telephone: (408) 541 4191 Fax: (408) 541 4192 CEPHEID REPORTS FOURTH QUARTER AND FULL YEAR 2012 RES

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 January 24, 2013 Date of Report (Date of earliest event reported) CEPHEID (Exact name of Registrant as specified in its charter) California 000-30755 77-0441625 (State or other jurisdiction of incorporation) (Commission file number) (I.

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, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 January 16, 2013 Date of Report (Date of earliest event reported) CEPHEID (Exact name of Registrant as specified in its charter) California 000-30755 77-0441625 (State or other jurisdiction of incorporation) (Commission file number) (I.

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 January 8, 2013 Date of Report (Date of earliest event reported) CEPHEID (Exact name of Registrant as specified in its charter) California 000-30755 77-0441625 (State or other jurisdiction of incorporation) (Commission file number) (I.

CEPHEID ANNOUNCES UPDATE ON XPERT® TEST AVAILABILITY Preliminary Q4 2012 Revenue of Approximately $92 Million Reflects Stronger Than Expected Commercial Clinical Performance Offset By Lower HBDC

Exhibit 99.01 CONTACTS: For Media Inquiries: Jared Tipton Cepheid Corporate Communications Tel: (408) 400 8377 [email protected] For Investor Inquiries: Jacquie Ross Cepheid Investor Relations Tel: (408) 400 8329 [email protected] Cepheid 904 Caribbean Drive Sunnyvale, CA 94089 Telephone: 408.541.4191 Fax: 408.541.4192 CEPHEID ANNOUNCES UPDATE ON XPERT® TEST AVAILABILITY Prel

CONFIDENTIAL SETTLEMENT AGREEMENT

Exhibit 10.1 [***] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS AND ASTERISKS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 24b-2 OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED. CONFIDENTIAL TREATMENT HAS BEEN REQUESTED WITH RESPECT TO THE OMITTED INFORMATION. CONFIDENTIAL SETTLEMENT AGREEMENT This CONFI

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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 September 30, 2012 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 numbe

CEPHEID REPORTS 2012 THIRD QUARTER RESULTS

Press Release Exhibit 99.01 For Media Inquiries: For Investor Inquiries: Jared Tipton Cepheid Corporate Communications Tel: (408) 400 8377 [email protected] Jacquie Ross, CFA Cepheid Investor Relations Tel: (408) 400 8329 [email protected] Cepheid 904 Caribbean Drive Sunnyvale, CA 94089 Telephone: 408.541.4191 Fax: 408.541.4192 CEPHEID REPORTS 2012 THIRD QUARTER RESULTS SUNNY

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 October 18, 2012 Date of Report (Date of earliest event reported) CEPHEID (Exact name of Registrant as specified in its charter) California 000-30755 77-0441625 (State or other jurisdiction of incorporation) (Commission file number) (I.

CEPHEID ANNOUNCES PRELIMINARY 2012 THIRD QUARTER REVENUE RESULTS Xpert® Cartridge Backorders to Ship in October, Full Year Revenue Guidance Unchanged

Press Release Exhibit 99.01 CONTACTS: For Media Inquiries: For Investor Inquiries: Jared Tipton Cepheid Corporate Communications Tel: (408) 400 8377 [email protected] Jacquie Ross Cepheid Investor Relations Tel: (408) 400 8329 [email protected] Cepheid 904 Caribbean Drive Sunnyvale, CA 94089 Telephone: 408.541.4191 Fax: 408.541.4192 CEPHEID ANNOUNCES PRELIMINARY 2012 THIRD QU

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 September 26, 2012 Date of Report (Date of earliest event reported) CEPHEID (Exact name of Registrant as specified in its charter) California 000-30755 77-0441625 (State or other jurisdiction of incorporation) (Commission file number) (I.

Entry into a Material Definitive Agreement

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 September 24, 2012 Date of Report (Date of earliest event reported) CEPHEID (Exact name of Registrant as specified in its charter) California 000-30755 77-0441625 (State or other jurisdiction of incorporation) (Commission file number) (I.

EXHIBIT 99.1 - JOINT FILING AGREEMENT

EX-99.1 Exhibit 99.1 EXHIBIT 99.1 - JOINT FILING AGREEMENT The undersigned hereby agree that they are filing this statement jointly pursuant to Rule 13d-1(k)(1). Each of them is responsible for the timely filing of such Schedule 13G and any amendments thereto, and for the completeness and accuracy of the information concerning such person contained therein; but none of them is responsible for the

CPHD / Cepheid / COLUMBIA WANGER ASSET MANAGEMENT LLC - SC 13G/A Passive Investment

SC 13G/A 1 d390236dsc13ga.htm SC 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 4)* CEPHEID INC (Name of Issuer) COMMON STOCK (Title of Class of Securities) 15670R107 (CUSIP Number) July 31, 2012 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the Rule pursuant to w

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

10-Q 1 d369010d10q.htm FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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, 2012 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period f

Financial Statements and Exhibits, Results of Operations and Financial Condition

8-K 1 d384857d8k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 July 19, 2012 Date of Report (Date of earliest event reported) CEPHEID (Exact name of Registrant as specified in its charter) California 000-30755 77-0441625 (State or other jurisdiction of incorporation)

CEPHEID REPORTS 2012 SECOND QUARTER RESULTS

EX-99.01 2 d384857dex9901.htm PRESS RELEASE Exhibit 99.01 CONTACTS: For Media Inquiries: For Investor Inquiries: Jared Tipton Cepheid Corporate Communications Tel: (408) 400 8377 [email protected] Jacquie Ross Cepheid Investor Relations Tel: (408) 400 8329 [email protected] Cepheid 904 Caribbean Drive Sunnyvale, CA 94089 Telephone: 408.541.4191 Fax: 408.541.4192 CEPHEID REPOR

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July 3, 2012 JEFFREY R. VETTER EMAIL [email protected] Direct Dial (650) 335-7631 VIA EDGAR AND OVERNIGHT DELIVERY United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, NE Washington, DC 20549 Attention: Brian Cascio, Accounting Branch Chief Re: Cepheid Form 10-K for the Fiscal Year Ended December 31, 2011 Filed February 15, 2012 Form 8-K dated April 19,

- FORM S-8

Form S-8 As filed with the Securities and Exchange Commission on May 4, 2012 Registration No: 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

10-Q 1 d332866d10q.htm FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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, 2012 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period

CEPHEID 2012 EMPLOYEE STOCK PURCHASE PLAN As Adopted April 24, 2012

Exhibit 99.02 CEPHEID 2012 EMPLOYEE STOCK PURCHASE PLAN As Adopted April 24, 2012 1. Establishment of Plan. Cepheid (the “Company”) proposes to grant options for purchase of shares of the Company’s common stock, no par value per share (the “Common Stock”), to eligible employees of the Company and its Participating Subsidiaries (as hereinafter defined) pursuant to this Employee Stock Purchase Plan

CEPHEID 2006 Equity Incentive Plan (adopted April 27, 2006 and amended April 24, 2008, April 29, 2010, October 26, 2010 and April 24, 2012)

2006 Equity Incentive Plan Exhibit 99.01 CEPHEID 2006 Equity Incentive Plan (adopted April 27, 2006 and amended April 24, 2008, April 29, 2010, October 26, 2010 and April 24, 2012) 1. PURPOSE. The purpose of this Plan is to provide incentives to attract, retain and motivate eligible persons whose present and potential contributions are important to the success of the Company, its Parent and Subsid

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 April 24, 2012 Date of Report (Date of earliest event reported) CEPHEID (Exact name of Registrant as specified in its charter) California 000-30755 77-0441625 (State or other jurisdiction of incorporation) (Commission file number) (I.

Financial Statements and Exhibits, Results of Operations and Financial Condition - FORM 8-K

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 April 19, 2012 Date of Report (Date of earliest event reported) CEPHEID (Exact name of Registrant as specified in its charter) California 000-30755 77-0441625 (State or other jurisdiction of incorporation) (Commission file number) (I.

CEPHEID REPORTS 2012 FIRST QUARTER RESULTS

EX-99.01 2 d337460dex9901.htm PRESS RELEASE Exhibit 99.01 CONTACTS: For Media Inquiries: For Investor Inquiries: Jared Tipton Cepheid Corporate Communications Tel: (408) 400 8377 [email protected] Jacquie Ross Cepheid Investor Relations Tel: (408) 400 8329 [email protected] Cepheid 904 Caribbean Drive Sunnyvale, CA 94089 Telephone: 408.541.4191 Fax: 408.541.4192 CEPHEID REPOR

Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 April 10, 2012 Date of Report (Date of earliest event reported) CEPHEID (Exact name of Registrant as specified in its charter) California 000-30755 77-0441625 (State or other jurisdiction of incorporation) (Commission file number) (I.

- DEFINITIVE ADDITIONAL MATERIALS

Definitive Additional Materials UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14A (RULE 14a-101) INFORMATION REQUIRED IN PROXY STATMENT 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 ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission only (as permitted by Rule 14a-6(e)(2)) ¨ Definitive Proxy Statement x Definitive Additional Materials ¨ Soliciting Material Pursuant to § 240.

- DEFINITIVE PROXY STATEMENT

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 Filed by the Registrant þ Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission only (as permitted by Rule 14a-6(e)(2)) þ Definitive Proxy Statement ¨ Definitive Additional Materials ¨ Soliciting Material Pursuant to § 240.

CEPHEID NOTICE OF NON-PLAN RESTRICTED STOCK UNIT AWARD (INDUCEMENT RESTRICTED STOCK UNIT AWARD) GRANT NUMBER:

Exhibit 4.7 CEPHEID NOTICE OF NON-PLAN RESTRICTED STOCK UNIT AWARD (INDUCEMENT RESTRICTED STOCK UNIT AWARD) GRANT NUMBER: Unless otherwise defined herein, the terms defined in the Cepheid, a California corporation (the “Company”), 2006 Equity Incentive Plan, as amended (the “Plan”), shall have the same meanings in this Notice of Non-Plan Restricted Stock Unit Award (the “Notice”). Name: Michael Fi

- FORM S-8

Form S-8 As filed with the Securities and Exchange Commission on February 17, 2012 Registration No: 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

CEPHEID NON-PLAN STOCK OPTION AGREEMENT (INDUCEMENT STOCK OPTION AWARD)

Exhibit 4.6 CEPHEID NON-PLAN STOCK OPTION AGREEMENT (INDUCEMENT STOCK OPTION AWARD) This Stock Option Agreement (this “Agreement”) is made and entered into as of the date of grant set forth below (the “Date of Grant”) by and between Cepheid, a California corporation (the “Company”), and the optionee named below (“Optionee”). Capitalized terms not defined herein shall have the meaning ascribed to t

List of Subsidiaries

List of Subsidiaries Exhibit 21.1 List of Subsidiaries Cepheid SA Jurisdiction of organization: France • Cepheid UK (Wholly owned subsidiary of Cepheid SA) Jurisdiction of organization: UK • Cepheid Benelux (Wholly owned subsidiary of Cepheid SA) Jurisdiction of organization: Belgium • Cepheid SAS (Wholly owned subsidiary of Cepheid SA) Jurisdiction of organization: France Cepheid AB Jurisdiction

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 Form 10-K

10-K 1 d272777d10k.htm FORM 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to