Current Report Filing (8-k)
January 24 2023 - 4:44PM
Edgar (US Regulatory)
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2023-01-24
2023-01-24
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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)
January 24, 2023
Pacific Biosciences of California, Inc.
(Exact name of registrant as specified in its
charter)
Delaware |
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001-34899 |
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16-1590339 |
(State or other jurisdiction
of incorporation) |
|
(Commission
File Number) |
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(IRS Employer
Identification No.) |
1305 O’Brien Drive
Menlo Park, California 94025
(Address of principal executive offices) (Zip
Code)
(650) 521-8000
(Registrant’s telephone number, including
area code)
(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 (see General Instruction A.2.
below):
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¨ |
Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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¨ |
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) |
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Name
of each exchange on which registered |
Common
Stock, par value $0.001 per share |
|
PACB |
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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 (§230.405
of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
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 2.02. RESULTS
OF OPERATIONS AND FINANCIAL CONDITION.
The section of Exhibit 99.2 attached to this Current Report on Form 8-K captioned "Business Update—Preliminary Financial and Operational
Highlights for the Three and Twelve Months Ended December 31, 2022" is incorporated by reference into this Item 2.02.
Item 8.01. OTHER
EVENTS.
Launch of Public Offering
On January 24, 2023, Pacific Biosciences
of California, Inc. (the “Company”) issued a press release announcing the commencement of an underwritten public
offering of its common stock by the Company pursuant to an automatically effective shelf registration statement filed on Form S-3 (File No. 333-249999) with
the Securities and Exchange Commission. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein
by reference.
This Current Report on
Form 8-K, including the exhibits hereto, shall not constitute an offer to sell or the solicitation of an offer to buy any
securities of the Company, which is being made only by means of a written prospectus meeting the requirements of Section 10 of
the Securities Act of 1933, as amended, nor shall there be any sale of the Company’s securities in any state or jurisdiction in which such offer,
solicitation or sale would be unlawful prior to registration or qualification under the securities laws of such jurisdiction.
Disclosure Update
The Company has updated its disclosures regarding risk factors, legal proceedings, certain executive compensation information, and certain business
and financial updates. Such updates are attached to this Current Report
on Form 8-K as Exhibit 99.2 and incorporated herein by reference.
ITEM 9.01. FINANCIAL STATEMENTS AND
EXHIBITS.
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.
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PACIFIC BIOSCIENCES OF CALIFORNIA, INC. |
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Date: January 24, 2023 |
By: |
/s/ Michele Farmer |
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Michele Farmer |
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Vice President and Chief Accounting Officer |
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