Item 5. Other Information
Item 5. Other Information.
Appointment of Principal Financial Officer
In connection with the previously announced resignation of Eric Schmidt, Ph.D., from his position as Chief Financial Officer, principal financial officer and principal accounting officer of the Company effective at the close of business August 2, 2023 (CFO Resignation), on August 1, 2023, our board of directors appointed David M. Chang, M.D., Ph.D, our current President and Chief Executive Officer and member of the board of directors, as principal financial officer of the Company, to be effective on August 3, 2023..
Appointment of Principal Accounting Officer
In connection with the CFO Resignation, on August 1, 2023, our board of directors appointed Jack Chen, our current Vice President and Controller, as principal accounting officer of the Company, to be effective on August 3, 2023.
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Mr. Chen, 53, has served as our Vice President and Controller since July 2018. Prior to joining us, Mr. Chen served as Vice President of Finance, Corporate Controller at Tintri, Inc., a provider of storage systems and data management software, from February 2014 to June 2018. Previously, Mr. Chen served as Director of Finance and was responsible for the financial planning and analysis for Grass Valley, LLC from September 2013 to February 2014 and Host Analytics, Inc. from January 2011 to July 2013. Before that, Mr. Chen held various managerial roles in finance and accounting at Sonics, Inc., Micromuse Inc., Ciphergen Biosystems, Inc. and Tumbleweed Communications. Mr. Chen began his career at KPMG US LLP. He received a B.A. in Economics from the University of Chicago, and a Masters in Accountancy Science from the University of Illinois at Urbana Champaign, and is a former certified public accountant.
Mr. Chen will also enter into an indemnity agreement with the Company in the form previously filed with the SEC on October 2, 2018 as Exhibit 10.1 to our Registration Statement on Form S-1, as amended.
There are no family relationships between Mr. Chen and any of our current or former directors or executive officers. Mr. Chen is not a party to any transaction that would require disclosure under Item 404(a) of Regulation S-K promulgated under the Securities Act of 1933, as amended.
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Item 6. Exhibits.
Exhibit
number
Description of document
3.1 Amended and Restated Certificate of Incorporation of the Registrant (incorporated by reference to Exhibit 3.1 to the Registrant’s Current Report on Form 8-K (File No. 001-38693), filed with the SEC on October 15, 2018).
3.2 Certificate of Amendment of Amended and Restated Certificate of Incorporation of the Registrant (incorporated by reference to Exhibit 3.1 to the Registrant’s Current Report on Form 8-K (File No. 001-38693), filed with the SEC on June 17, 2022).
3.3 Amended and Restated Bylaws of the Registrant (incorporated by reference to Exhibit 3.2 to the Registrant’s Current Report on Form 8-K (File No. 001-38693), filed with the SEC on October 15, 2018).
4.1 Reference is made to Exhibits 3.1, 3.2 and 3.3 .
4.2 Form of Common Stock Certificate of the Registrant (incorporated by reference to Exhibit 4.1 to the Registrant’s Registration Statement on Form S-1, as amended (File No. 333-227333), filed with the SEC on October 2, 2018).
4.3 Investors Rights Agreement, dated April 6, 2018, as amended September 5, 2018, by and among the Registrant and certain of its stockholders (incorporated by reference to Exhibit 4.2 to the Registrant’s Registration Statement on Form S-1, as amended (File No. 333-227333), filed with the SEC on September 14, 2018).
31.1 Certification of Principal Executive Officer pursuant to Rule 13a-14(a) or Rule 15d-14(a) of the Securities Exchange Act of 1934, as amended.
31.2 Certification of Principal Financial Officer pursuant to Rule 13a-14(a) or Rule 15d-14(a) of the Securities Exchange Act of 1934, as amended.
32.1 Certification of Principal Executive Officer and Principal Financial Officer pursuant to Rule 13a-14(b) of the Securities Exchange Act of 1934, as amended, and 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
101.INS XBRL Instance Document - The instance document does not appear in the interactive data file because its XBRL tags are embedded within the Inline XBRL document.
101.SCH Inline XBRL Taxonomy Extension Schema Document.
101.CAL Inline XBRL Taxonomy Extension Calculation Linkbase Document.
101.DEF Inline XBRL Taxonomy Extension Definition Linkbase Document.
101.LAB Inline XBRL Taxonomy Extension Label Linkbase Document.
101.PRE Inline XBRL Taxonomy Extension Presentation Linkbase Document.
104 The cover page from the Company’s Quarterly Report on Form 10-Q has been formatted in Inline XBRL.
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SIGNATURES
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 thereunto duly authorized.
Date: August 2, 2023 By: /s/ David Chang
David Chang, M.D., Ph.D.
Chief Executive Officer
(Principal Executive Officer)
Date: August 2, 2023 By: /s/ Eric Schmidt
Eric Schmidt, Ph.D.
Chief Financial Officer
(Principal Financial and Accounting Officer)
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Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.