Current Report Filing (8-k)
01 4월 2021 - 5:07AM
Edgar (US Regulatory)
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):
March 31, 2021
Atreca, Inc.
(Exact name of Registrant as Specified in Its
Charter)
Delaware
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001-38935
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27-3723255
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(State or Other Jurisdiction
of Incorporation)
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(Commission File Number)
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(IRS Employer
Identification No.)
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450 East Jamie Court
South San Francisco, California
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94080
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(Address of Principal Executive Offices)
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(Zip Code)
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(650) 595-2595
(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 (see General Instructions 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)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Securities registered pursuant to Section 12(b) of
the Securities Exchange Act of 1934:
Title of each class
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Trading Symbol(s)
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Name of each exchange on which registered
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Class A Common Stock, $0.0001 par value per share
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BCEL
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The Nasdaq Stock Market LLC
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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 x
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
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Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
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On March 31, 2021, Norman Michael Greenberg, Ph.D. resigned from
his position as the Chief Scientific Officer of Atreca, Inc. (the “Company”), effective March 31, 2021 (the “Resignation
Date”), to pursue a new business opportunity. Dr. Greenberg’s resignation was not the result of any disagreement with
the Company on any matter relating to the Company’s operations, policies, or practices. The
Company thanks Dr. Greenberg for his contributions and wishes him well in his new role.
In connection with his resignation, Dr. Greenberg and the Company
plan to enter into a Transition Separation and Consulting Agreement (the “Separation and Consulting Agreement”), to be effective
as of March 31, 2021, under which Dr. Greenberg would agree to a customary release in exchange for severance payments and other
terms, including, as follows: (i) a lump sum payment of $328,884.00, equal to nine months of his base salary; (ii) a consulting
arrangement whereby he would provide certain consulting services to the Company for an hourly consulting fee of $450.00, through December 31,
2021, unless earlier terminated (the “Consulting Period”); (iii) continued vesting through the Consulting Period of each
outstanding and unvested stock option, unit or other award (each, an “Equity Award”) held as of the Resignation Date; (iv) an
extension of the post-termination exercise period such that all outstanding Equity Awards that are stock options, to the extent vested
as of the last day of the Consulting Period, would continue to be exercisable and not expire until the date that is twelve months following
the last day of the Consulting Period; and (v) a lump sum payment of $8,633.70, equal to nine months of the cost of COBRA premiums
needed to continue his medical, dental and vision insurance coverage.
The foregoing summary of the Separation and Consulting Agreement does
not purport to be complete and is qualified in its entirety by reference to the full text of the Separation and Consulting Agreement,
a copy of which will be filed as an exhibit to the Company’s Quarterly Report on Form 10-Q for the quarterly period ended March 31,
2021.
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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Atreca, Inc.
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Dated: March 31, 2021
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By:
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/s/ Courtney J. Phillips
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Courtney J. Phillips
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General Counsel and Corporate Secretary
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Atreca (NASDAQ:BCEL)
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Atreca (NASDAQ:BCEL)
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