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): July 1, 2014

ABIOMED, Inc.

(Exact name of registrant as specified in its charter)

001-09585

(Commission

File Number)

22 Cherry Hill Drive

Danvers, MA 01923

(Address of Principal Executive Offices, including Zip Code)

(978) 646-1400

(Registrant’s Telephone Number, including Area Code)

Not Applicable

(Former Name or Former Address, if Changed Since 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:

Acquisition of ECP Entwickslungsgesellschaft mbH

We entered into a share purchase agreement, dated as of July 1, 2014, with our wholly-owned German subsidiary, Abiomed Europe GmbH (“Abiomed Europe”) and Syscore GmbH (“Syscore”), a limited liability company incorporated in Germany, providing for Abiomed Europe’s acquisition of all of the issued shares of ECP Entwicklungsgesellschaft mbH (“ECP”), a limited liability company incorporated in Germany. ECP, based in Berlin, Germany, is engaged in research, development, prototyping and the production of a percutaneous expandable catheter pump which increases blood circulation from the heart with an external drive shaft. Abiomed Europe’s acquisition of ECP closed on July 1, 2014. We did not have a material relationship with Syscore or ECP prior to this transaction.

Abiomed Europe acquired ECP for $13 million in cash, with additional potential payouts totaling $15 million payable to Syscore based on the achievement of certain technical and commercial milestones. These milestone payments may be made, at our option, by a combination of cash or our common stock. With respect to such milestone payments, the share purchase agreement provides:

The maximum aggregate milestone payments payable pursuant to the share purchase agreement may not exceed $15 million. If any portion of a milestone payment is paid in our common stock, we will be required to file a registration statement covering the shares issued.

The share purchase agreement contains representations, warranties and closing conditions customary for transactions of this size and nature. Of the $13 million paid by Abiomed Europe at

the closing, $1.3 million was put in escrow for the purpose of partially securing any amounts payable by Syscore as a result of the indemnification provisions in the agreement. The share purchase agreement for the acquisition of ECP is attached as Exhibit 2.1 to this report and incorporated herein by reference.

ECP’s Acquisition of AIS GmbH Aachen Innovative Solutions

On July 1, 2014, in connection with Abiomed Europe’s acquisition of ECP, ECP acquired all of the issued shares of AIS GmbH Aachen Innovative Solutions (“AIS”), a limited liability company incorporated in Germany, pursuant to a share purchase agreement dated as of June 30, 2014, by and among ECP and AIS’s four individual shareholders. AIS, based in Aachen, Germany, holds certain intellectual property useful to ECP’s business, and, prior to being acquired by ECP, had licensed such intellectual property to ECP.

The purchase price for the acquisition of AIS’s shares was $2.75 million in cash and the acquisition closed immediately prior to Abiomed Europe’s acquisition of ECP. The share purchase agreement contains representations, warranties and closing conditions customary for transactions of this size and nature. The share purchase agreement for the purchase of AIS is attached as Exhibit 2.2 to this report and incorporated herein by reference.

Abiomed Europe’s acquisition of ECP and ECP’s acquisition of AIS are described in Item 1.01 above and incorporated herein by reference.

Pursuant to the share purchase agreement among us, Abiomed Europe and Syscore relating to the acquisition of ECP, we have unconditionally and irrevocably guaranteed to Syscore the due and punctual performance of all of Abiomed Europe’s obligations, commitments, undertakings, warranties and indemnities under or pursuant to such share purchase agreement, to the extent of any limit on Abiomed Europe’s liability.

(a) Financial Statements of Businesses Acquired.

We intend to file the required historical financial statements by amendment to this Form 8-K not later than 71 calendar days after the date that this Form 8-K was required to be filed.

(b) Pro Forma Financial Information.

We intend to file the required pro forma financial information by amendment to this Form 8-K not later than 71 calendar days after the date that this Form 8-K was required to be filed.

(c) Shell Company Transactions.

Not applicable.

(d) Exhibits.

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.

Date: July 7, 2014

Exhibit Index