Item 5.02 Departure of Directors or Certain Officers; Election of Directors;


          Appointment of Certain Officers; Compensatory Arrangements of Certain
          Officers.



(e) On December 7, 2022, Michael Rossi notified Harvard Bioscience, Inc. (the "Company") of his resignation as the Company's Chief Financial Officer and Treasurer effective December 31, 2022. In connection with Mr. Rossi's resignation, the Company and Mr. Rossi entered into a Separation Agreement and Release (the "Separation Agreement") dated January 18, 2023. The full text of the Separation Agreement is attached as Exhibit 10.1 to this Current Report on Form 8-K and incorporated herein by reference. The following description of the Separation Agreement is qualified in its entirety by reference to the Separation Agreement.

Under the Separation Agreement, Mr. Rossi will be required to provide transition assistance and will remain an employee of the Company through May 10, 2023 (the "Separation Date"). Provided that Mr. Rossi has not revoked the Separation Agreement, (i) the Company will continue to pay Mr. Rossi's base salary for the period between January 1, 2023 and the Separation Date; and (ii) Mr. Rossi will continue to participate in all applicable employee benefit plans through the Separation Date.

Mr. Rossi's receipt of payments under the Separation Agreement is conditioned on Mr. Rossi's continued adherence to his existing agreements concerning post-employment obligations and his execution and non-revocation of a release of all claims in favor of the Company.

Item 9.01 Financial Statements and Exhibits.






(d) Exhibits



Exhibit
  No.       Description
  10.1        Separation Agreement and Release between the Company and Mr. Rossi
            dated January 18, 2023.
  104       Cover Page Interactive Data File (embedded within the inline XBRL
            document)

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