UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

______________________________________________________________________________________________________

FORM 8-K

______________________________________________________________________________________________________

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): ~~August 18~~September 12, 2019

______________________________________________________________________________________________________

FIBROCELL SCIENCE, INC.

(Exact Name of Registrant as Specified in its Charter)

______________________________________________________________________________________________________

DELAWARE		001-31564		87-0458888
(State or Other Jurisdiction of Incorporation or Organization)		(Commission File No.)		(I.R.S. Employer Identification No.)

405 EAGLEVIEW BLVD., EXTON, PA 19341

(Address of principal executive offices and zip code)

(484) 713-6000

(Registrant’s telephone number, including area code)

(Former name or former address, if changed from last report)

________________________________________________________________________________________________________________________________________________________________________

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

q o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) q Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) q Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) q Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-14(c))

x Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-14(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common Stock, par value $0.001		FCSC		The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company o

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o

Item 58.~~02 Departure~~01. ofOther ~~Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers~~Events.

~~Appointment~~On September 12, 2019, Fibrocell Science, Inc., a Delaware corporation (the “Company”) issued a press release announcing the execution of ~~Chief~~the ~~Financial~~Agreement ~~Officer~~and Plan of Merger (the “Merger Agreement”) by and among the Company, Castle Creek Pharmaceutical Holdings, Inc. (“Castle Creek”), and Castle Creek Merger Corp., a Delaware corporation and wholly owned subsidiary of Castle Creek (“Merger Sub”), pursuant to which, and on the terms and conditions set forth in the Merger Agreement, Merger Sub will merge with and into the Company (the “Merger”). The Company will survive the Merger as a wholly owned subsidiary of Castle Creek. A copy of the press release is attached hereto as Exhibit 99.1.

OnIn ~~August 18~~addition, ~~2019,~~on ~~the Board of Directors (the “Board”) of Fibrocell Science~~September 12, ~~Inc. (the “Company”) appointed Sean D. Buckley~~2019, the Company’s ~~Vice~~engaged ~~President~~in ofvarious ~~Business~~communications ~~Administration~~with ~~and~~employees ~~Corporate~~concerning ~~Secretary, as~~ the ~~Chief~~proposed ~~Financial Officer of the Company, effective immediately~~Merger. A ~~Mr.~~copy ~~Buckley will continue to serve as Corporate Secretary~~ of ~~the~~those ~~Company~~communications ~~and~~is ~~will~~attached ~~also~~hereto ~~serve~~ as ~~the~~Exhibit ~~Company’s principal financial officer and principal accounting officer~~99.2.

Mr. Buckley, age 37, has served as the Company’s Vice President of Business Administration and Corporate Secretary since January 2017. Prior to that, Mr. Buckley served as the Company’s Vice President of Information Technology, a position in which he also held multiple commercial and business responsibilities, from August 2013 to January 2017. Mr. Buckley has also coForward-~~founded~~Looking multiple early-stage businesses not related to the Biotechnology industry. Mr. Buckley earned an MBA from the Robert H. Smith School of Business, University of Maryland and a BSc in Internet Computing from Hull University.Statements

InThis ~~connection~~current ~~with~~report, ~~Mr.~~and ~~Buckley’s~~any ~~appointment~~documents asto ~~Chief~~which ~~Financial~~the ~~Officer~~Company refers you in this communication, ~~Mr.~~contains ~~Buckley~~not ~~was~~only ~~granted~~historical aninformation, ~~option~~but also forward-looking statements made pursuant to ~~acquire~~the ~~15,000~~safe-harbor ~~shares~~provisions of ~~common~~the ~~stock~~Private Securities Litigation Reform Act of ~~the~~1995. Forward-looking ~~Company,~~statements ~~with~~often ~~3,750~~include ~~shares~~the ~~vesting~~words on“anticipates,” ~~August~~“expect,” 18“believe,” ~~2020~~“will,” “intend,” “plan,” and ~~approximately~~words ~~938~~of ~~shares~~similar ~~vesting~~substance. Such ~~during~~forward-looking ~~each~~statements ofinclude ~~twelve~~the ~~quarterly~~expected ~~installments~~completion ~~beginning~~and ontiming ~~November~~of ~~18,~~the ~~2020~~proposed transaction and ~~ending~~other oninformation ~~August~~relating ~~18,~~to ~~2023,~~the ~~provided~~proposed Mrtransaction. ~~Buckley~~Such isforward-looking ~~employed~~statements byare ~~the~~subject ~~Company~~to onrisks ~~each~~and ~~vesting~~uncertainties ~~date.~~that ~~The~~could ~~option~~cause isactual ~~exercisable~~results ~~for~~or 10performance ~~years~~to differ materially from ~~the~~those ~~date~~expressed ofin ~~grant~~or contemplated by the forward-looking statements, atincluding athe ~~price~~following ~~equal~~(i) the torisk ~~$1.82~~that ~~per~~the ~~share~~proposed transaction may not be completed in a timely manner or at all, which ~~was~~may adversely affect the ~~closing~~Company’s business and the price of the Company’s common stock, on(ii) the failure to satisfy any of the ~~Nasdaq~~conditions ~~Stock~~to ~~Market~~the onconsummation of the ~~trading~~proposed ~~day~~transaction, ~~immediately~~including ~~preceding~~without limitation, obtaining stockholder approval, (iii) the ~~date~~occurrence of ~~the~~any ~~grant.~~event, ~~The~~change ~~option~~or ~~will~~other ~~also~~circumstance bethat ~~subject~~could give rise to the ~~terms~~termination ~~and~~of ~~conditions~~the Merger Agreement, (iv) the outcome of any legal proceedings that have been or may be instituted against the Company’s ~~2019~~related ~~Equity~~to ~~Incentive~~the ~~Plan,~~Merger ~~which~~Agreement ~~was~~or ~~filed~~the asproposed ~~Exhibit~~transaction ~~10.1~~and to(v) other risks described in the Company’s ~~Current~~filings with the SEC, such as its most recent Quarterly Report on Form 10-Q 8and Annual Report on Form 10-K. The ~~filed~~Company ~~with~~assumes no obligation to update or revise publicly the ~~Securities~~information ~~and~~in ~~Exchange~~this ~~Commission~~communication, onwhether ~~June~~as 14a result of new information, ~~2019~~future events or otherwise, except as otherwise required by law. Readers are cautioned not to place undue reliance on these forward-looking statements that speak only as of the date hereof.

InAdditional ~~connection~~Information ~~with~~about ~~Mr. Buckley’s appointment as Chief Financial Officer, on August 20, 2019,~~ the ~~Company~~Proposed ~~also~~Transaction entered into an employment agreement with Mr. Buckley (the “Buckley Agreement”). The Buckley Agreement provides that Mr. Buckley will be employed as the Company’s Chief Financial Officer, reporting to the Company’s Chief Executive Officer, until such time as his employment with the Company is terminated by either him or the Company in accordance with the terms of the Buckley Agreement. During his employment with the Company, Mr. Buckley will receive an annual base salary of $275,000, subject to annual review and ~~upward~~Where ~~adjustment as determined by the Board (or a committee of the Board). Mr. Buckley also will be eligible~~ to ~~earn~~Find an annual performance bonus, subject to the attainment of annual performance goals as determined by the Board (or a committee of the Board). His target annual bonus will be 30% of his base salary, which target amount will be subject to annual review and upward adjustment as determined by the Board (or a committee of the Board). During his employment with the Company, the Board (or a committee of the Board) will consider granting equity-based awards to Mr. Buckley at least once per calendar year. He also will be eligible to participate in and be covered under all employee benefit plans and programs maintained by the Company, on the same basis as other senior management of the Company, including, without limitation, vacation, retirement, health insurance and life insurance. He will be eligible to receive five weeks of vacation annually.It

IfIn ~~Mr.~~connection ~~Buckley’s~~with ~~employment~~the isproposed ~~terminated~~acquisition of the Company by Castle Creek, the Company ~~without~~will ~~“cause”~~file orwith bythe ~~Mr.~~SEC ~~Buckley~~and ~~for~~mail ~~“good~~or ~~reason”~~otherwise ~~(as~~provide ~~each~~to ~~such~~its ~~term~~stockholders isa ~~defined~~proxy instatement regarding the ~~Buckley~~proposed ~~Agreement),~~transaction. Investors heand ~~will~~security beholders ~~entitled~~are urged to ~~receive~~read the ~~following~~proxy ~~payments~~statement and ~~benefits,~~other ~~subject~~documents relating to ~~his~~the ~~execution~~acquisition ~~and~~when ~~non-revocation~~they ofbecome aavailable, ~~release~~because ofthey ~~claims~~will incontain ~~favor~~important ofinformation about the ~~Company:~~proposed ~~(i)~~transaction. Investors ~~nine~~and ~~months~~security ofholders ~~base~~may ~~salary~~obtain ~~continuation,~~a ~~payable~~free incopy ~~substantially~~of ~~equal~~the ~~installments~~proxy instatement ~~accordance~~and ~~with~~other documents that the Company’s ~~normal~~files ~~payroll~~with ~~practices,~~the ~~and~~SEC (iiwhen available) ~~reimbursement~~from by the ~~Company~~SEC’s ofwebsite ~~100%~~at ofwww.sec.gov and the ~~monthly~~Company’s ~~COBRA~~website ~~premium~~at ~~paid~~www.fibrocell.com. byIn ~~Mr.~~addition, ~~Buckley~~the ~~for~~proxy ~~him~~statement and ~~his~~other ~~eligible~~documents ~~dependents~~filed ~~for~~by ~~nine~~the ~~months~~Company ~~following~~with ~~his~~the ~~termination~~SEC ~~date~~(when ~~or,~~available) ifmay ~~earlier,~~be ~~until~~obtained from the ~~date~~Company hefree ~~becomes~~of ~~eligible~~charge toby ~~receive~~directing ~~coverage~~a ~~from~~request ~~another~~to ~~employer~~Fibrocell orScience, Inc., isCorporate ~~otherwise~~Secretary, no405 ~~longer~~Eagleview ~~eligible~~Blvd., toExton, ~~receive~~Pennsylvania ~~COBRA~~19341, ~~continuation~~telephone: ~~coverage~~(484) 713-6000.

IfParticipants ~~Mr. Buckley’s employment is terminated by the Company without cause or by Mr. Buckley for good reason,~~ in ~~each case within 90 days prior to, on or within 18 months following a “change of control” (as defined in~~ the Company’s 2019 Equity Incentive Plan or any successor plan), then, in lieu of the payments and benefits set forth in the preceding paragraph, Mr. Buckley will be entitled to receive the following payments and benefits, subject to his execution and non-revocation of a release of claims in favor of the Company: (i) an amount equal to one times the sum of (x) his then annual base salary and (y) his then target annual bonus, payable in a single lump sum cash payment, (ii) reimbursement by the Company of 100% of the monthly COBRA premium paid by Mr. Buckley for him and his eligible dependents for 12 months following his termination date or, if earlier, until the date he becomes eligible to receive coverage from another employer or is otherwise no longer eligible to receive COBRA continuation coverage, and (iii) all outstanding, unvested equity awards held by Mr. Buckley on his termination date will become fully vested as of such date, and each outstanding stock option held by him on such date will remain exercisable until the earlier of the original expiration date of such stock option and the three month anniversary of his termination date. With respect to equity awards subject Solicitation

toThe ~~performance-based~~Company ~~vesting~~and ~~conditions,~~its ~~all~~directors ~~performance~~and ~~goals~~executive orofficers ~~other~~may ~~vesting criteria will~~ be deemed ~~achieved~~, ~~unless~~under ~~otherwise~~SEC ~~agreed~~rules, into ~~connection~~be ~~with~~participants in the ~~change~~solicitation of ~~control,~~proxies atfrom the ~~greater~~Company’s ofstockholders ~~(A)~~with ~~the~~respect ~~applicable~~to ~~target~~the ~~level~~proposed ~~and~~acquisition ~~(B)~~of the ~~level~~Company ofby ~~achievement~~Castle ofCreek. Security ~~the~~holders ~~performance~~may ~~goals~~obtain ~~for~~information regarding the ~~equity~~names, ~~awards~~affiliations asand ~~determined~~interests byof such individuals in the ~~Board~~Company’s ~~(or~~Annual aReport ~~committee~~on ofForm 10-K for the ~~Board)~~year ~~taking~~ended ~~into~~December 31, ~~account~~2018, ~~performance~~which ~~through~~was filed with the ~~latest~~SEC ~~date~~on ~~preceding~~March 27, ~~his~~2019, ~~termination~~and ~~date~~its asdefinitive toproxy ~~which~~statement ~~performance~~for ~~can,~~the as2019 aannual ~~practical~~meeting ~~matter~~of stockholders, bewhich ~~determined~~was ~~(but~~filed ~~not~~with ~~later~~the ~~than~~SEC on April 29, 2019. Additional information regarding the ~~end~~interests of ~~the~~such ~~applicable~~individuals ~~performance~~in ~~period),~~the ~~and~~proposed ~~any~~acquisition ~~such~~of ~~equity~~the ~~awards~~Company ~~that~~by ~~vest~~Castle Creek will be ~~settled~~included in ~~accordance~~the ~~with~~proxy ~~the~~statement ~~underlying~~relating ~~award~~to ~~agreement.~~such

For purposes of the Buckley Agreement, “cause” termination means (A) Mr. Buckley’s conviction of or plea of nolo contendere to a felony or a misdemeanor involving moral turpitude; (B) Mr. Buckley’s commission of fraud, misappropriation or embezzlement against any person; (C) the theft or misappropriation by Mr. Buckley of any property or money of the Company or an affiliate of the Company; (D) Mr. Buckley’s material breach of the terms of the Buckley Agreement; or (E) the willful or gross neglect of Mr. Buckley’s duties, the willful or gross misconduct in performance of Mr. Buckley’s duties or the willful violation by Mr. Buckley of any material Company policy. Notwithstanding the foregoing, “cause” will not exist with respect to items (D) or (E) until and unless Mr. Buckley fails to cure such breach, neglect or misconduct (if such breach, neglect or misconduct is capable of cure) within 10 days after written notice from the Board. For purposes of the Buckley Agreement, “good reason” means the occurrence of any of the following events without Mr. Buckley’s express written consent (i) a material breach of the Buckley Agreement by the Company, (ii) any change of Mr. Buckley’s principal office location to a location that requires a one-way commute of more than 50 miles from 405 Eagleview Boulevard, Exton, PA, or (iii) the assignment to Mr. Buckley of any duties materially inconsistent with the duties or responsibilities of the Chief Financial Officer of the Company or any other action by the Company that results in a material diminution in such position, authority, duties, or responsibilities, excluding an isolated, insubstantial, and inadvertent action not taken in bad faith.2

~~The~~acquisition ~~Buckley~~when ~~Agreement~~it ~~contains~~is ~~certain~~filed ~~restrictive~~with ~~covenants in favor of~~ the ~~Company,~~SEC. These ~~including,~~documents ~~among~~may ~~others,~~be aobtained ~~non-competition~~free ~~covenant~~of ~~that~~charge ~~applies~~from ~~during~~ the ~~term of Mr. Buckley~~SEC’s ~~employment~~website ~~and~~at ~~for~~www.sec.gov ~~the~~and ~~one-year period following his termination of employment, non-solicitation covenants with respect to~~ the Company’s ~~customers~~website ~~and~~at ~~employees that apply during the term of his employment and for the one-year period following his termination of employment, and a non-disclosure of confidential information covenant~~www.fibrocell.com.

~~There~~Item ~~are no family relationships between Mr~~9.01. ~~Buckley~~Financial ~~and~~Statements ~~any director or executive officer of the Company,~~ and ~~he has no direct or indirect material interest in any transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K~~Exhibits.

~~Amended and Restated Employment Agreement with John Maslowski~~(d) Exhibits

On August 20, 2019, the Company entered into an Amended and Restated Employment Agreement with John M. Maslowski, the Company’s President and Chief Executive Officer (the “Maslowski Agreement”), which supersedes and replaces his Employment Agreement with the Company, dated September 14, 2015 and amended pursuant to a letter agreement between Mr. Maslowski and the Company, dated December 18, 2016.

Exhibit No.		Description
99.1		Press Release issued by Fibrocell Science, Inc. on September 12, 2019
99.2		Letter from John M. Maslowski to Fibrocell Science, Inc. Employees, dated September 12, 2019

The Maslowski Agreement provides that Mr. Maslowski will be employed as the Company’s President and Chief Executive Officer, reporting to the Board, until such time as his employment with the Company is terminated by either him or the Company in accordance with the terms of the Maslowski Agreement. During his employment with the Company, Mr. Maslowski will receive an annual base salary of $425,000, subject to annual review and upward adjustment as determined by the Board (or a committee of the Board). Mr. Maslowski also will be eligible to earn an annual performance bonus, subject to the attainment of annual performance goals as determined by the Board (or a committee of the Board). His target annual bonus will be 50% of his base salary, which target amount will be subject to annual review and upward adjustment as determined by the Board (or a committee of the Board). During his employment with the Company, the Board (or a committee of the Board) will consider granting equity-based awards to Mr. Maslowski at least once per calendar year. He also will be eligible to participate in and be covered under all employee benefit plans and programs maintained by the Company, on the same basis as other senior management of the Company, including, without limitation, vacation, retirement, health insurance and life insurance. Mr. Maslowski will be eligible to receive five weeks of vacation annually.3

If Mr. Maslowski’s employment is terminated by the Company without “cause” or by Mr. Maslowski for “good reason” (as each such term is defined in the Maslowski Agreement), he will be entitled to receive the following payments and benefits, subject to his execution and non-revocation of a release of claims in favor of the Company: (i) 12 months of base salary continuation, payable in substantially equal installments in accordance with the Company’s normal payroll practices, and (ii) reimbursement by the Company of 100% of the monthly COBRA premium paid by Mr. Maslowski for him and his eligible dependents for 12 months following his termination date or, if earlier, until the date he becomes eligible to receive coverage from another employer or is otherwise no longer eligible to receive COBRA continuation coverage. SIGNATURES

IfPursuant ~~Mr. Maslowski’s employment is terminated by the Company without cause or by Mr. Maslowski for good reason, in each case within 90 days prior~~ to, ~~on or within 18 months following a “change of control” (as defined in~~ the ~~Company’s~~requirements ~~2019 Equity Incentive Plan or any successor plan), then, in lieu~~ of the ~~payments~~Securities ~~and~~Exchange ~~benefits~~Act ~~set forth in the preceding paragraph, Mr. Maslowski will be entitled to receive the following payments and benefits, subject to his execution and non-revocation~~ of ~~a release of claims in favor of the Company: (i) an amount equal to one and a half times the sum of (x) his then annual base salary and (y) his then target annual bonus~~1934, ~~payable in a single lump sum cash payment, (ii) reimbursement by~~ the ~~Company~~registrant ofhas ~~100%~~duly ofcaused ~~the~~this ~~monthly~~report ~~COBRA premium paid by Mr. Maslowski for him and his eligible dependents for 18 months following his termination date or, if earlier, until the date he becomes eligible~~ to ~~receive~~be ~~coverage~~signed ~~from another employer or is otherwise no longer eligible to receive COBRA continuation coverage, and (iii) all outstanding, unvested equity awards held by Mr. Maslowski~~ on ~~his~~its ~~termination~~behalf ~~date will become fully vested as of such date, and each outstanding stock option held~~ by ~~him on such date will remain exercisable until~~ the earlier of the original expiration date of such stock option and the three month anniversary of his termination date. With respect to any equity awards that are subject to performance-based vesting conditionsundersigned, ~~all~~hereunto ~~performance~~duly goals or other vesting criteria will be deemed achieved, unless otherwise agreed in connection with the change of control, at the greater of (A) the applicable target level and (B) the level of achievement of the performance goals for the equity awards as determined by the Board (or a committee of the Board) taking into account performance through the latest date preceding Mrauthorized. Maslowski’s termination date as to which performance can, as a practical matter, be determined (but not later than the end of the applicable performance period), and any such equity awards that vest will be settled in accordance with the underlying award agreement.

~~For~~Fibrocell ~~purposes of the Maslowski Agreement~~Science, ~~“cause” termination means (A) Mr~~Inc. ~~Maslowski’s~~By: ~~conviction of or plea of nolo contendere to a felony or a misdemeanor involving moral turpitude; (B) Mr. Maslowski’~~/s/ ~~commission~~John ~~of fraud, misappropriation or embezzlement against any person; (C) the theft or misappropriation by Mr~~M. Maslowski ofJohn ~~any property or money of the Company or an affiliate of the Company; (D) Mr~~M. Maslowski’s material breach of the terms of the Maslowski Agreement; or (E) the willful or gross neglect of Mr. Maslowski’s duties, the willful or gross misconduct in performance of Mr. Maslowski’s duties or the willful violation by Mr. Maslowski of any material Company policy. Notwithstanding the foregoing, “cause” will not exist with respect to items (D) or (E) until and unless Mr. Maslowski fails to cure such breach, neglect or misconduct (if such breach, neglect or misconduct is capable of cure) within 10 days after written notice from the Board. For purposes of the Maslowski Agreement, “good reason” means the occurrence of any of the following events without Mr. Maslowski’s express written consent (i) a material breach of the Maslowski Agreement by the Company, (ii) any change of Mr. Maslowski’s principal office location to a location that requires a one-way commute of more than 50 miles from 405 Eagleview Boulevard, Exton, PA, or (iii) the assignment to Mr. Maslowski of any duties materially inconsistent with the duties or responsibilities of the President and Chief Executive Officer of the Company or any other action by the Company that results in a material diminution in such position, authority, duties, or responsibilities, excluding an isolated, insubstantial, and inadvertent action not taken in bad faith.

~~The~~Date: ~~Maslowski Agreement contains certain restrictive covenants in favor of the Company~~September 12, including, among others, a non-competition covenant that applies during the term of Mr. Maslowski’s employment and for the one-year period following his termination of employment, non-solicitation covenants with respect to the Company’s customers and employees that apply during the term of his employment and for the one-year period following his termination of employment, and a non-disclosure of confidential information covenant.2019

The descriptions of the Buckley Agreement and the Maslowski Agreement do not purport to be complete and are subject to and qualified in their entirety by reference to the full text of the Buckley Agreement and the Maslowski Agreement, copies of which are filed as Exhibits 10.1 and 10.2, respectively, to this Current Report on Form 8-K, which are incorporated herein by reference.4

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

Exhibit No.		Description
10.1		Employment Agreement, dated August 20, 2019, by and between Fibrocell Science, Inc. and Sean D. Buckley
10.2		Amended and Restated Employment Agreement, dated August 20, 2019, by and between Fibrocell Science, Inc. and John M. Maslowski

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, hereunto duly authorized.

Fibrocell Science, Inc. By: /s/ John M. Maslowski John M. Maslowski President and Chief Executive Officer

Date: August 22, 2019

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