UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): August 8, 2023 ( |
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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:
Securities registered pursuant to Section 12(b) of the Act:
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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 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
On August 4, 2023, the Board of Directors (the “Board”) of Singular Genomics Systems, Inc. (the “Company”) appointed Marcia Eisenberg, Ph.D. to the Board, effective immediately. Dr. Eisenberg will serve as a Class III director with a term expiring at the Company’s 2024 annual meeting of stockholders or until her successor is duly elected and qualified. The Board also appointed Dr. Eisenberg to serve as a member of the Board’s Science and Technology Committee. The Board determined that Dr. Eisenberg is independent under the listing standards of The Nasdaq Stock Market.
As a non-employee director, Dr. Eisenberg will receive cash and equity compensation paid by the Company pursuant to its non-employee director compensation policy, which includes an initial grant of an option to purchase 148,000 shares of the Company’s common stock. In addition, the Company has entered into an indemnification agreement and director letter agreement with Dr. Eisenberg in connection with her appointment to the Board, each of which is in substantially the same form as those entered into with the other non-employee directors of the Company. There are no arrangements or understandings between Dr. Eisenberg and any other person pursuant to which Dr. Eisenberg was selected as a director, and there are no transactions between Dr. Eisenberg and the Company that would require disclosure under Item 404(a) of Regulation S-K.
Following the appointment of Dr. Eisenberg, the Company’s Class III directors consist of Dr. Eisenberg, Michael Pellini, M.D. and Andrew Spaventa.
A copy of the press release issued by the Company announcing Dr. Eisenberg’s appointment is furnished as Exhibit 99.1 hereto.
Item 9.01 Financial Statements and Exhibits. |
(d) Exhibits
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10.1 |
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99.1 |
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104 |
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Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document. |
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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Singular Genomics Systems, Inc. |
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Dated: |
August 8, 2023 |
By: |
/s/ Dalen Meeter |
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Dalen Meeter |
EX-99.1
Singular Genomics Appoints Genomics Veteran Marcia Eisenberg, Ph.D., to Board of Directors
San Diego, CA, August 8, 2023 – Singular Genomics Systems, Inc. (Nasdaq: OMIC), a company leveraging novel next-generation sequencing (NGS) and multiomics technologies to empower researchers and clinicians, today announced the appointment of Marcia Eisenberg, Ph.D., to the Company’s Board of Directors. Dr. Eisenberg currently serves as Senior Vice President and Enterprise Chief Scientific Officer at Labcorp (NYSE: LH) and brings more than 30 years of experience with molecular genetics, DNA testing, biotechnology, and molecular oncology.
“Marcia’s deep and diverse genomics expertise will be an asset to Singular as we drive our business strategy forward, and we are delighted to welcome her to the Board of Directors,” said Drew Spaventa, Chairman and Chief Executive Officer of Singular Genomics. “Her extensive experience in applying new technologies to impact precision medicine at scale complements our mission to innovate next-generation sequencing and multiomics platforms that empower researchers and clinicians.”
Since 2014, Dr. Eisenberg has served as Chief Scientific Officer of Labcorp Diagnostics and more recently was appointed as Labcorp’s Enterprise Chief Scientific Officer. She served in a variety of other roles at Labcorp and its affiliates starting in 1990. Dr. Eisenberg has extensive experience with forensic DNA testing, biotechnology, molecular genetics, and molecular oncology. She has helped lead the development and validation of well over a thousand clinical assays used for patient care during her more than 30-year tenure at Labcorp. Dr. Eisenberg previously held roles on the National Institute of Environmental Health Sciences and the Federal Bureau of Investigation’s DNA Advisory Board, where she was later recognized for her contributions to the advancement of DNA technology. A molecular biologist by training, Dr. Eisenberg was a member of the team responsible for commercializing polymerase chain reaction (PCR) tests in the 1990s, making large-scale testing possible. Dr. Eisenberg has been recognized multiple times in her career including as a Healthcare Businesswomen’s Association Luminary in 2021, as one of Fierce Healthcare’s 2021 Women of Influence, and as one of the Fierce Healthcare’s Fiercest Women in Life Sciences in 2022. Dr. Eisenberg received her B.S. degree in Biology and her B.A. degree in Psychology from the State University of New York at Albany, her M.S. degree in Molecular Biology from the State University of New York at Albany, and her Ph.D. in Molecular Biology from the University of Kentucky.
“I have been impressed by Singular Genomics’ growth and progress in launching a sequencing platform that I believe is uniquely positioned to positively impact many critical applications,” said Dr. Eisenberg. “Drew and the rest of the leadership team have the strategic vision, collaborative spirit, and underlying technology needed to succeed and lead in the next-generation sequencing and multiomics space, and I am proud to contribute as a board member.”
About Singular Genomics Systems, Inc.
Singular Genomics is a life science technology company that develops next-generation sequencing and multiomics technologies. The commercially available G4 Sequencing Platform is a powerful, highly versatile benchtop genomic sequencer designed to produce fast and accurate results. In development, the PX system leverages Singular’s proprietary sequencing technology, applying it as an in situ readout to look at RNA and proteins in single cells and tissue. With these products, Singular Genomics’ mission is to empower researchers and clinicians to advance science and medicine. Visit www.singulargenomics.com for more information.
EX-99.1
Forward-Looking Statements
Certain statements contained in this press release, other than historical information, constitute forward-looking statements within the meaning of the federal securities laws. Forward-looking statements include and are not limited to quotes from management and statements regarding our ability to successfully manufacture and commercialize the G4 in accordance with our timelines, objectives and specifications. Any such forward-looking statements are based on our management’s current expectations and are subject to risks and uncertainties that could cause our actual future results to differ materially from our management’s current expectations or those implied by our forward-looking statements. These risks and uncertainties include and are not limited to our limited history of manufacturing and commercializing our products or technology and the risk factors described in more detail in our most recent filings on Forms 10-K and 10-Q and in other filings that we make with the SEC from time to time. Accordingly, you should not rely on forward-looking statements as predictions of future events or our future performance. Except as required by law, we undertake no obligation to update publicly or revise any forward-looking statements contained herein, whether as a result of any new information, future events, changed circumstances or otherwise.
Investor Contact
Matt Clawson
949-370-8500
ir@singulargenomics.com
Media Contact
Dan Budwick, 1AB
973-271-6085
dan@1abmedia.com
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