Current Report Filing (8-k)
July 19 2022 - 6:02AM
Edgar (US Regulatory)
false
0001703057
00-0000000
0001703057
2022-07-09
2022-07-09
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K
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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 9, 2022
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ABCELLERA BIOLOGICS INC.
(Exact name of registrant as specified in its charter)
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British Columbia |
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001-39781 |
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Not Applicable |
(State or other jurisdiction of incorporation) |
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(Commission File Number) |
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(IRS Employer Identification Number) |
2215 Yukon Street
Vancouver, BC |
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V5Y 0A1 |
(Address of registrant’s principal executive office)
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(Zip code) |
(604) 559-9005
(Registrant’s telephone number, including area code)
(Former name or former address, if changed since last report)
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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:
☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(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 shares |
ABCL |
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 or Rule 12b-2 of the Securities Exchange Act of 1934.
Emerging growth company ☐
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. ☐
Item 5.02 |
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
As previously disclosed, on July 6, 2022, AbCellera Biologics Inc. (the “Company”) announced the departure of Neil Berkley, its Chief Business Officer, from the Company effective June 29, 2022.
In connection with Mr. Berkley’s departure, the Company entered into a separation agreement and release, pursuant to which Mr. Berkley will receive: (i) any earned but unpaid salary, unpaid expense reimbursements in accordance with Company policy, accrued but unused vacation or leave entitlement, and a certain amount of vested benefits under the Company’s 2020 Share Option and Incentive Plan as of June 29, 2022; (ii) an amount equal to twelve (12) months’ base salary; (iii) a one-time cash payment equal to $173,710; (iv) a monthly cash payment in an amount equal to the monthly employer contribution that the Company would have made to provide health insurance to Mr. Berkley had he remained employed by the Company for twelve (12) months, based on the premiums as of June 29, 2022; and (v) $12,000 for outplacement services.
The amounts payable in items (i) and (ii) of the preceding sentence are to be paid out in equal installments over a 12- month period, commencing within sixty (60) days of June 29, 2022.
The foregoing summary does not purport to be complete and is qualified in its entirety by the Separation Agreement and Release, a copy of which is attached hereto as Exhibit 10.1 and is incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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Date: July 18, 2022 |
ABCELLERA BIOLOGICS INC. |
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By: |
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/s/ Carl L. G. Hansen |
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Carl L. G. Hansen, Ph.D. |
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Chief Executive Officer and Director
(Principal Executive Officer) |
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