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): December 9, 2015
 
 
SEQUENOM, INC.
(Exact name of registrant as specified in its charter)
 
 
 
 
 
 
 
Delaware
 
000-29101
 
77-0365889
(State or other jurisdiction of
incorporation)
 
(Commission
File Number)
 
(I.R.S. Employer
Identification No.)
 
3595 John Hopkins Court, San Diego, CA
  
92121
(Address of principal executive offices)
  
(Zip Code)
Registrant’s telephone number, including area code: (858) 202-9000
 
 
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:
 
o
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
o
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-4(c))
 












Item 5.02
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On December 9, 2015, the Board of Directors (the “Board”) of Sequenom, Inc. (the “Company”) appointed Dirk van den Boom, Ph.D. to the position of President and Chief Executive Officer, effective immediately. Prior to such appointment, Dr. van den Boom had been serving as the Company’s interim President and Chief Executive Officer.
In connection with Dr. van den Boom’s appointment as President and Chief Executive Officer, on December 9, 2015, the Board (i) at the request of Dr. van den Boom, reduced his annual base salary from $550,000 to $475,000, which amount is at the 25th percentile for the Company’s 2015 peer group companies, (ii) granted Dr. van den Boom an option to purchase 959,167 shares of the Company’s common stock at an exercise price per share equal to $1.33 (the “Option”), which was the closing price of the Company’s common stock on the date of grant, and (iii) granted Dr. van den Boom a restricted stock unit covering 751,880 shares of the Company’s common stock (the “RSU Award”). The shares subject to the RSU Award shall vest in four equal annual installments starting on the first anniversary of the date of grant and the shares subject to the Option shall vest in equal monthly installments over a period of four years; provided that the Option will not become exercisable unless the closing sales price of the Company’s common stock is a minimum of a 25% premium to the exercise price of the Option for at least 30 consecutive trading days. No other changes have been made to Dr. van den Boom’s compensation.
Biographical information for Dr. van den Boom was provided in the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on September 24, 2015.
The press release announcing Dr. van den Boom’s promotion is attached hereto as Exhibit 99.1.
 
Item 9.01
Financial Statements and Exhibits.

(d) Exhibits

99.1    Press Release of Sequenom, Inc. dated December 10, 2015.
 









SIGNATURE
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.
 
 
 
SEQUENOM, INC.
Dated: December 10, 2015
 
By:
 
/s/ Jeffrey D. Linton
 
 
 
 
Name:
 
Jeffrey D. Linton
 
 
 
 
Title:
 
Senior Vice President, General Counsel

 










FOR IMMEDIATE RELEASE

Sequenom Contact:
 
 
 
Paul Goodson
 
 
 
 Rachel Kennedy
Investor Relations
 
 
 
 Media Contact
Sequenom, Inc.
 
 
 
inVentiv Health PR Group
858-202-9427
 
 
 
 858-449-9575
pgoodson@sequenom.com
 
 
 
 rachel.lipsitz@inventivhealth.com

    
SEQUENOM ANNOUNCES APPOINTMENT OF DIRK VAN DEN BOOM AS PRESIDENT AND CHIEF EXECUTIVE OFFICER
SAN DIEGO, Calif. - Dec. 10, 2015 - Sequenom, Inc. (NASDAQ: SQNM), a life sciences company committed to enabling healthier lives through the development of innovative products and services, today announced that its Board of Directors has appointed current Interim President and Chief Executive Officer Dirk van den Boom, Ph.D. as President and Chief Executive Officer, effective immediately. Dr. van den Boom will also retain his seat on Sequenom’s Board of Directors.
“The Board’s unanimous decision reflects our strong confidence in Dirk’s ability to execute on our strategic plan and to restore Sequenom’s growth,” said Dr. Kenneth Buechler, Chairman of Sequenom’s Board of Directors. “Dirk is a proven leader with a long history at Sequenom, deep scientific knowledge of our products, experience developing and implementing Sequenom’s business strategy, and the demonstrated ability to bring our people together to accomplish goals. In the space of only 10 weeks since he was appointed Interim President and Chief Executive Officer, he has established a clear path forward for Sequenom, focusing on entering a new market channel, driving the growth of our newest product, MaterniT® GENOME, and bringing new efficiencies to Sequenom’s operations. The company is well positioned to execute on these and other opportunities, and the Board is confident that there is no better leader than Dirk to realize Sequenom’s potential.”
Dr. van den Boom also commented, “I am honored by the opportunity to lead Sequenom into this next chapter. We remain focused on bringing the best products to market while aggressively positioning the company for success and expanding our leadership in the field.”





Dr. van den Boom joined Sequenom in 1998 and has served in various management roles within Sequenom’s R&D department. More recently, he has served as the company’s Chief Scientific and Strategy Officer, and in September 2015 was appointed Interim President and Chief Executive Officer. Dr. van den Boom received his PhD in biochemistry/molecular biology from the University of Hamburg where he focused on various aspects of nucleic acid analysis with mass spectrometry. He has co-authored more than 50 scientific articles and is inventor on 48 patents/patent applications.
About Sequenom 
Sequenom, Inc. (NASDAQ: SQNM) is committed to enabling healthier lives through the development of innovative products and services. The Company serves patients and physicians by providing early patient management information. To learn how Sequenom is interpreting the genome to improve your life, visit www.sequenom.com.
About Sequenom Laboratories
Sequenom Laboratories, a CAP-accredited and CLIA-certified molecular diagnostics laboratory, has developed a broad range of laboratory tests, with a focus principally on prenatal care. Branded under the names HerediT®, HerediT® UNIVERSAL, MaterniT® GENOME, MaterniT21® PLUS, NextView®, SensiGene® and VisibiliT™, these molecular genetic laboratory-developed tests provide early patient management information for obstetricians, geneticists, and maternal fetal medicine specialists. Sequenom Laboratories is changing the landscape in genetic diagnostics using proprietary cutting edge technologies. Visit www.laboratories.sequenom.com and follow @SequenomLabs.
SEQUENOM®, HerediT®, MaterniT® GENOME, MaterniT21® PLUS, NextView®, SensiGene®, VisibiliT™ and Sequenom Laboratories™ are trademarks of Sequenom, Inc. All other trademarks and service marks are the property of their respective owners.
Forward-Looking Statements
Statements contained in this press release regarding matters that are not historical facts are "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995 including statements regarding the development of innovative products and services, the ability to execute on our strategic plan and restore Sequenom’s growth, the ability to drive the growth of MaterniT® GENOME, the ability to bring products to market, the ability to expand Sequenom’s leadership in the field and the ability to bring new efficiencies to Sequenom’s operations. Because such statements are subject to risks and uncertainties, actual results may differ




materially from those expressed or implied by such forward-looking statements. Risks are described more fully in the Company's filings with the Securities and Exchange Commission, including without limitation the Company's most recent Quarterly Report on Form 10-Q and other documents subsequently filed with or furnished to the Securities and Exchange Commission. All forward-looking statements contained in this press release speak only as of the date on which they were made. The Company undertakes no obligation to update such statements to reflect events that occur or circumstances that exist after the date on which they were made.
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