UNITED STATES
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SECURITIES AND EXCHANGE COMMISSION
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Washington, D.C. 20549
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___________________________________
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FORM 8-K
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___________________________________
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CURRENT REPORT
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Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
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Date of Report (Date of earliest event reported) October 12, 2011 (October 6, 2011)
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___________________________________
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BIOSCRIP, INC.
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(Exact name of Registrant as specified in its charter)
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___________________________________
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Delaware
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0-28740
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05-0489664
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(State of Incorporation)
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(Commission File Number)
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(I.R.S. Employer
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Identification No.)
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100 Clearbrook Road, Elmsford, New York
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10523
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(Address if principal executive offices)
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(Zip Code)
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Registrant’s telephone number, including area code: (914) 460-1600
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N/A
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(Former name or former address, if changed since last report)
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___________________________________
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Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of
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the registrant under any of the following provisions:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act 17 CRS 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-2(c))
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·
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Cash severance of $840,000, which is equal to two years of Mr. Posner’s current base salary, payable as follows: (i) $210,000 in March 2012, and (ii) an aggregate amount of $630,000 payable in equal monthly installments of $35,000, commencing April 2012 and ending September 2013;
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·
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A $50,000 one-time payment payable within ten days after the effective date of the Agreement, which is the date that Mr. Posner’s right to rescind the Agreement expires;
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·
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Payment of all accrued but unpaid wages based upon Mr. Posner’s base salary and all accrued but unused vacation and paid time off days through the Separation Date;
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·
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Continuation of the equivalent medical and dental coverage that Mr. Posner had through the Separation Date for the earlier of (i) twenty-four months or (ii) such time as Mr. Posner obtains employment; and
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·
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All outstanding stock options and restricted stock awards issued to Mr. Posner and held by him as of the Separation Date shall vest immediately and shall remain exercisable until July 1, 2012, except options for 70,000 shares that are to expire on November 28, 2011, which must be exercised by that date or be forfeited.
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Exhibit No.
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Description of Exhibit |
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10.1
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Separation and Release Agreement dated as of October 6, 2011 between Barry A. Posner and Bioscrip, Inc.
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BIOSCRIP, INC.
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Date: October 12, 2011
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/s/ Richard M. Smith
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By:
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Richard M. Smith
Chief Executive Officer
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