UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): May 3, 2004 iCAD, INC. ----------------------------------------------------------------------- (Exact name of Registrant as specified in its charter) DELAWARE 1-9341 02-0377419 ----------- ------ ---------- (State or other jurisdiction (Commission (I.R.S. Employer of incorporation) File Number) Identification No.) 4 Townsend West, Suite 17, Nashua, New Hampshire 03063 -------------------------------------------------------------------------------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (603) 882-5200 ---------------------------- -------------------------------------------------------------------------------- (Former name or former address, if changed since last report) Item 12. Results of Operations and Financial Condition. On May 3, 2004 iCAD, Inc. (the "Company") issued a press release announcing its financial results for the three month period ended March 31, 2004. A copy of the Company's press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference. 2 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. iCAD, INC. (Registrant) By: /s/ Annette L. Heroux -------------------------------------- Annette L. Heroux Chief Financial Officer and Controller Date: May 5, 2004 3 EXHIBIT INDEX Exhibit No. Description of Document ----------- ----------------------- 99.1 Press Release of iCAD, Inc. dated May 3, 2004 announcing financial results for the three month period ended March 31, 2004.