13 unchanged sentences
Based on our assessment, we concluded that, as of December 31, 2022, the Company’s internal control over financial reporting was effective based on those criteria.
−Removed: Management’s assessment of and conclusion on the effectiveness of internal control over financial reporting did not include the internal controls of Omniome, Inc.
−Removed: and Circulomics, Inc., which are included in our 2021 consolidated financial statements and constituted 2% of total assets as of December 31, 2021 and approximately 1% of consolidated revenues for the year then ended.
The Company’s internal control over financial reporting as of December 31, 2022 has been audited by Ernst &Young LLP, the independent registered public accounting firm who also audited the Company’s financial statements.
1 unchanged sentence
Changes in Internal Control Over Financial Reporting
−Removed: An evaluation was performed under the supervision and with the participation of our management, including our Chief Executive Officer, Chief Financial Officer and Principal Accounting Officer to determine whether any change in our internal control over financial reporting occurred during the fiscal quarter ended December 31, 2021 that materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.
−Removed: There were no material changes in our internal control over financial reporting during the year ended December 31, 2021, that have materially affected, or were reasonably likely to materially affect, our internal control over financial reporting.
−Removed: Report of Independent Registered Public Accounting Firm
+Added: There were no material changes in our internal control over financial reporting identified in connection with the evaluation required by Rule 13a-15(d) and 15d-15(d) of the Exchange Act that occurred during the year ended December 31, 2022, that have materially affected, or were reasonably likely to materially affect, our internal control over financial reporting.
+Added: Report of Independent R egistered Public Accounting Firm
To the Stockholders and the Board of Directors of Pacific Biosciences of California, Inc.
3 unchanged sentences
(the Company) maintained, in all material respects, effective internal control over financial reporting as of December 31, 2022, based on the COSO criteria.
−Removed: As indicated in the accompanying Management’s Report on Internal Control Over Financial Reporting, management’s assessment of and conclusion on the effectiveness of internal control over financial reporting did not include the internal controls of Omniome, Inc.
−Removed: and Circulomics, Inc., which are included in the 2021 consolidated financial statements of the Company and constituted 2% of total assets as of December 31, 2021 and 1% of revenues for the year then ended.
−Removed: Our audit of internal control over financial reporting of the Company also did not include an evaluation of the internal control over financial reporting of Omniome, Inc.
−Removed: and Circulomics, Inc.
We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the 2022 consolidated financial statements of the Company and our report dated February 28, 2023, expressed an unqualified opinion thereon.
16 unchanged sentences
/s/ Ernst & Young LLP
−Removed: Redwood City, California
+Added: San Mateo, California
February 28, 2023
10 unchanged sentences
Information responsive to this item is incorporated herein by reference to our definitive proxy statement with respect to our 2023 Annual Meeting of Stockholders to be filed with the SEC within 120 days after the end of the fiscal year covered by this Annual Report on Form 10-K.
−Removed: PRINCIPAL ACCOUNTING FEES AND SERVICES
+Added: PRINCIPAL ACCOUNTANT FEES AND SERVICES
Information responsive to this item is incorporated herein by reference to our definitive proxy statement with respect to our 2023 Annual Meeting of Stockholders to be filed with the SEC within 120 days after the end of the fiscal year covered by this Annual Report on Form 10-K.
14 unchanged sentences
March 23, 2011
−Removed: Second Amended and Restated Bylaws of Pacific Biosciences of California, Inc.
+Added: Third Amended and Restated Bylaws of Pacific Biosciences of California, Inc.
November 7, 2022
3 unchanged sentences
February 28, 2020
−Removed: Indenture, dated February 16, 2021, between Pacific Biosciences of California, Inc.
+Added: Indenture, dated February 16, 2021, between Pacific Biosciences of California, Inc., and U.S.
Bank National Association, as Trustee
12 unchanged sentences
2010 Outside Director Equity Incentive Plan forms of agreement
−Removed: 2020 Equity Incentive Plan and related forms of agreement
−Removed: August 5, 2020
+Added: 2020 Equity Incentive Plan and related forms of agreement, as amended
+Added: Form of Global Stock Option Agreement under the Pacific Biosciences of California, Inc., 2020
+Added: Form of Global Restricted Stock Unit Agreement under the Pacific Biosciences of California, Inc.
+Added: 2020 Equity Incentive Plan, as amended
+Added: Omniome Equity Incentive Plan of Pacific Biosciences of California, Inc., and related forms of agreement thereunder
+Added: November 5, 2021
Pacific Biosciences of California, Inc.
2020 Inducement Equity Incentive Plan, as amended, and forms of agreement thereunder
−Removed: April 19, 2021
−Removed: Letter Relating to Employment Terms by and between the Registrant and Susan G.
−Removed: Kim effective September 28, 2020
November 19, 2021
−Removed: Change in Control and Severance Agreement by and between the Registrant and Susan G.
+Added: Letter Relating to Employment Terms by and between the Registrant and Susan G.
Kim effective September 28, 2020
5 unchanged sentences
February 26, 2021
−Removed: Change in Control and Severance Agreement by and between the Registrant and Christian O.
−Removed: Henry effective September 14, 2020
−Removed: February 26, 2021
Amended Change in Control and Severance Agreement by and between the Registrant and Christian O.
3 unchanged sentences
February 26, 2021
−Removed: Letter Relating to Employment Terms by and between the Registrant and Peter Fromen effective January 8, 2021
−Removed: February 26, 2021
Lease Agreement by and between the Registrant and Menlo Park Portfolio II, LLC, dated July 22, 2015
2 unchanged sentences
March 6, 2017
−Removed: Development and Commercialization Agreement by and between the Registrant and Invitae Corporation dated January 12, 2021
−Removed: February 26, 2021
−Removed: Amendment to Development and Commercialization Agreement, dated as of June 3, 2021, by and between Pacific Biosciences of California, Inc.
−Removed: and Invitae Corporation
−Removed: August 6, 2021
Investment Agreement, dated as of February 9, 2021, between Pacific Biosciences of California, Inc.
7 unchanged sentences
and Shareholder Representative Services, LLC, as securityholder representative, dated as of July 19, 2021
−Removed: Securities Purchase Agreement, dated as of July 19, 2021, by and between Pacific Biosciences of California, Inc.
−Removed: and each of the Investors
−Removed: Registration Rights Agreement, dated as of July 19, 2021, by and between Pacific Biosciences of California, Inc.
−Removed: and each of the Investors
July 20, 2021
+Added: Securities Purchase Agreement, dated as of July 19, 2021, by and between Pacific Biosciences of California, Inc., and each of the Investors
+Added: July 20, 2021
+Added: Registration Rights Agreement, dated as of July 19, 2021, by and between Pacific Biosciences of California, Inc., and each of the Investors
+Added: July 20, 2021
+Added: Letter Relating to Employment Terms by and between the Registrant and Jeff Eidel effective August 16, 2022
+Added: January 24, 2023
+Added: Change in Control and Severance Agreement by and between the Registrant and Susan G.
+Added: Kim effective February 3, 2021
+Added: January 24, 2023
+Added: Form of Performance-Based Restricted Stock Unit Award Agreement under the Pacific Biosciences of California, Inc.
+Added: 2020 Equity Incentive Plan, as amended
+Added: Filed herewith
List of Subsidiaries of the Registrant
38 unchanged sentences
/s/ Christian O.
−Removed: Chief Executive Officer and President
+Added: President and Chief Executive Officer
February 28, 2023
11 unchanged sentences
/s/ Christian O.
−Removed: Director, Chief Executive Officer
−Removed: and President (Principal Executive Officer)
+Added: Director, President and Chief Executive Officer
+Added: (Principal Executive Officer)
February 28, 2023
25 unchanged sentences
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.