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Atreca, Inc. Form 8-K: Current report

Atreca, Inc. Form 8-K: Current report

Filings on SEC EDGAR, newest first; amendments sit with their base form. Values are as filed.

  • 2024-03-11: Form 8-K; Period of report 2024-03-08; Description 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing; Details 3.01.
  • 2024-02-06: Form 8-K; Period of report 2023-12-31; Description 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; Details 5.02.
  • 2023-12-26: Form 8-K; Period of report 2023-12-19; Description 1.01 Entry into a Material Definitive Agreement; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 7.01 Regulation FD Disclosure; 8.01 Other Events; Details 1.01.
  • 2023-11-14: Form 8-K; Period of report 2023-11-14; Description 2.02 Results of Operations and Financial Condition; Details 2.02.
FiledFormPeriod of reportDescriptionDetailsDocument
2024-03-118-K2024-03-083.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing3.01 As previously reported, on September 8, 2023, Atreca, Inc. (the “Company”) received written notification (the “Initial Notice”) from The Nasdaq Stock Market LLC (“Nasdaq”) notifying it that on September 7, 2023, the average closing price of the Company’s Class A common stock, $0.0001 par value per share (the “Class A Common Stock”), over the prior 30 consecutive trading days had fallen below $1.00 per share, which is the minimum average closing price required to maintain listing on Nasdaq under Nasdaq Listing Rule 5450(a)(1) (the “Minimum Bid Requirement”).tm248437d1_8k.htm
2024-02-068-K2023-12-315.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers5.02 In connection with the wind down of the operations of Atreca, Inc. (the “Company”), Tito A. Serafini, Ph.D., ceased to serve as the Chief Strategy Officer of the Company, effective January 31, 2024 (the “Serafini Separation Date”).tm245309d1_8k.htm
2023-12-268-K2023-12-191.01 Entry into a Material Definitive Agreement; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 7.01 Regulation FD Disclosure; 8.01 Other Events1.01 Entry into a Material Definitive Agreement.
5.02 On December 19, 2023, the Company entered into a first amendment to the amended and restated employment agreements (collectively, the “Amendments”) with each of John A. Orwin, the Company’s President, Chief Executive Officer and member of our Board, Tito A. Serafini, Ph.D., Chief Strategy Officer and member of our Board, and Courtney J. Phillips, General Counsel and Corporate Secretary (collectively, the “Executive Officers”).
7.01 On December 26, 2023, the Company issued a press release announcing the entry into of the Asset Purchase Agreement described by Item 1.01 above.
8.01 On December 19, 2023, and in connection with the approval of the Asset Purchase Agreement, the Asset Sale and the other transactions contemplated by the Asset Purchase Agreement, the Board approved the liquidation and dissolution of the Company (the “Dissolution”).
tm2332950d1_8k.htm
2023-11-148-K2023-11-142.02 Results of Operations and Financial Condition2.02 On November 14, 2023, Atreca, Inc. (the “Company”) issued a press release reporting its financial results for the quarter ended September 30, 2023 and further reorganization developments.f8k_111423.htm
2023-09-218-K2023-09-151.02 Termination of a Material Definitive Agreement; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 7.01 Regulation FD Disclosure1.02 On September 20, 2023, Atreca, Inc., a Delaware corporation (the “Company”), entered into an Agreement for Modification of Lease and Voluntary Surrender of Premises (the “Lease Modification Agreement”) with ARE-San Francisco No. 63, LLC, a Delaware limited liability company (the “Landlord”), to terminate that certain Lease Agreement dated as of July 17, 2019, as amended by that certain Letter Agreement dated as of August 24, 2020 (the “Lease”), by and between the Company and Landlord, for certain premises located at 835 Industrial Road, San Carlos, California 94070 (the “Premises”) that served as the Company’s headquarters.
5.02 On September 15, 2023, Herbert Cross, Chief Financial Officer of the Company, resigned from his position, effective September 22, 2023 (the “Separation Date”), to pursue a new business opportunity.
7.01 On September 21, 2023, the Company issued a press release announcing the Lease Modification Agreement described by Item 1.02 above and the departure of Mr. Cross and appointment of Mr. Ruiz as principal accounting officer described by Item 5.02 above.
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2023-09-148-K2023-09-083.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing3.01 On September 8, 2023, Atreca, Inc. (the “Company”) received notice from The Nasdaq Stock Market LLC (“Nasdaq”) notifying it that on September 7, 2023, the average closing price of the Company’s Class A common stock, $0.0001 par value per share (the “Class A Common Stock”), over the prior 30 consecutive trading days had fallen below $1.00 per share, which is the minimum average closing price required to maintain listing on Nasdaq under Nasdaq Listing Rule 5450(a)(1) (the “Minimum Bid Requirement”).tm2326135d1_8k.htm
2023-08-108-K2023-08-102.02 Results of Operations and Financial Condition; 2.05 Costs Associated with Exit or Disposal Activities2.02 On August 10, 2023, Atreca, Inc. (the “Company”) issued a press release reporting its financial results for the quarter ended June 30, 2023 and recent corporate developments.
2.05 On August 10, 2023, the Company implemented and announced a corporate reorganization of its operations.
f8k_081023.htm
2023-06-158-K2023-06-135.07 Submission of Matters to a Vote of Security Holders5.07 The proposals set forth below were submitted to the stockholders at the 2023 Annual Meeting of Stockholders (the “Annual Meeting”) of Atreca, Inc. (the “Company”) held on June 13, 2023.tm2318787d1_8k.htm
2023-05-108-K2023-05-102.02 Results of Operations and Financial Condition2.02 On May 10, 2023, Atreca, Inc. (the “Company”) issued a press release reporting its financial results for the quarter ended March 31, 2023 and recent corporate developments.f8k_051023.htm
2023-03-298-K2023-03-292.02 Results of Operations and Financial Condition2.02 On March 29, 2023, Atreca, Inc. (the “Company”) issued a press release reporting its financial results for the quarter and year ended December 31, 2022 and recent corporate developments.f8k_032923.htm
2022-11-108-K2022-11-102.02 Results of Operations and Financial Condition2.02 On November 10, 2022, Atreca, Inc. (the “Company”) issued a press release reporting its financial results for the quarter ended September 30, 2022 and recent corporate developments.f8k_111022.htm
2022-08-088-K2022-08-082.02 Results of Operations and Financial Condition2.02 On August 8, 2022, Atreca, Inc. (the “Company”) issued a press release reporting its financial results for the quarter ended June 30, 2022 and recent corporate developments.f8k_080822.htm
2022-06-148-K2022-06-085.07 Submission of Matters to a Vote of Security Holders5.07 The proposals set forth below were submitted to the stockholders at the 2022 Annual Meeting of Stockholders (the “Annual Meeting”) of Atreca, Inc. (the “Company”) held on June 8, 2022.tm2218380d1_8k.htm
2022-06-018-K2022-06-012.05 Costs Associated with Exit or Disposal Activities2.05 On June 1, 2022, Atreca, Inc. (the “Company”) implemented and announced a corporate reorganization of its operations.tm2217439d1_8k.htm
2022-05-118-K2022-05-112.02 Results of Operations and Financial Condition2.02 On May 11, 2022, Atreca, Inc. (the “Company”) issued a press release reporting its financial results for the quarter ended March 31, 2022 and recent corporate developments.f8k_051122.htm
2022-04-058-K2022-04-051.01 Entry into a Material Definitive Agreement; 8.01 Other Events1.01 Entry into a Material Definitive Agreement.
8.01 Additionally, on April 5, 2022, as part of its virtual R&D Day, the Company provided an update on its preclinical pipeline in oncology.
tm2211677d1_8k.htm
2022-03-038-K2022-03-032.02 Results of Operations and Financial Condition2.02 On March 3, 2022, Atreca, Inc. (the “Company”) issued a press release reporting its financial results for the quarter and year ended December 31, 2021 and recent corporate developments.f8k_030322.htm
2021-11-028-K2021-11-022.02 Results of Operations and Financial Condition2.02 On November 2, 2021, Atreca, Inc. (the “Company”) issued a press release reporting its financial results for the quarter ended September 30, 2021 and its recent corporate developments.f8k_110121.htm
2021-10-218-K2021-10-181.01 Entry into a Material Definitive Agreement; 8.01 Other Events1.01 Entry into a Material Definitive Agreement.
8.01 On October 21, 2021, the Company issued a press release announcing the Agreement between the Company and Gates MRI, a copy of which is attached as Exhibit 99.1 hereto and incorporated herein by reference.
f8k_102121.htm
2021-08-118-K2021-08-112.02 Results of Operations and Financial Condition2.02 On August 11, 2021, Atreca, Inc. (the “Company”) issued a press release reporting its financial results for the quarter ended June 30, 2021 and its recent corporate developments.f8k_081121.htm
2021-07-298-K2021-07-298.01 Other Events8.01 On July 29, 2021, Atreca, Inc. (the “Company”) issued a press release announcing initial summary data from the dose escalation portion of its ongoing Phase 1b trial evaluating ATRC-101 in select solid tumor types.f8k_072921.htm
2021-07-208-K2021-07-154.01 Changes in Registrant's Certifying Accountant4.01 On July 15, 2021, Atreca, Inc. (the “Company”) was formally notified that OUM & Co. LLP (“OUM”) combined its practice with WithumSmith+Brown, PC (“Withum”) and, as a result of such transaction, OUM effectively resigned as the independent registered public accounting firm of the Company on such date.tm2122629d1_8k.htm
2021-07-198-K2021-07-145.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers5.02 On July 14, 2021, the Board of Directors (the “Board”) of Atreca, Inc. (the “Company”) appointed Stephen R. Brady and Stacey Ma, Ph.D., as members of the Board upon the recommendation of the Nominating and Corporate Governance Committee of the Board (the “Nominating Committee”), effective as of July 14, 2021.tm2122520d1_8k.htm
2021-06-158-K2021-06-095.07 Submission of Matters to a Vote of Security Holders5.07 The proposals set forth below were submitted to the stockholders at the 2021 Annual Meeting of Stockholders (the “Annual Meeting”) of Atreca, Inc. (the “Company”) held on June 9, 2021.tm2119749d1_8k.htm
2021-05-138-K2021-05-132.02 Results of Operations and Financial Condition2.02 On May 13, 2021, Atreca, Inc. (the “Company”) issued a press release reporting its financial results for the quarter ended March 31, 2021 and its recent corporate developments.f8k_051321.htm
2021-03-318-K2021-03-315.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers5.02 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.tm2111474d1_8k.htm
2021-03-118-K2021-03-118.01 Other Events8.01 On March 11, 2021, Atreca, Inc. (the “Company”) announced that Tito A. Serafini, Ph.D., a founder, a director, and the Chief Strategy Officer of the Company, will lead business development activities at the Company, effective March 13, 2021.tm219383d1_8k.htm
2021-02-258-K2021-02-252.02 Results of Operations and Financial Condition2.02 On February 25, 2021, Atreca, Inc. (the “Company”) issued a press release reporting its financial results for the quarter and year ended December 31, 2020 and its recent corporate developments.f8k_022521.htm
2020-11-128-K2020-11-122.02 Results of Operations and Financial Condition2.02 On November 12, 2020, Atreca, Inc. (the "Company") issued a press release reporting its financial results for the quarter ended September 30, 2020 and its recent corporate developments.f8k_111220.htm
2020-08-128-K2020-08-122.02 Results of Operations and Financial Condition2.02 On August 12, 2020, Atreca, Inc. (the “Company”) issued a press release reporting its financial results for the quarter ended June 30, 2020 and its recent corporate developments.f8k_081120.htm
2020-07-168-K2020-07-152.02 Results of Operations and Financial Condition; 8.01 Other Events2.02 On July 15, 2020, Atreca, Inc. (the “Company” or “Atreca”) disclosed preliminary estimated financial data for the three months ended June 30, 2020.
8.01 On July 15, 2020, the Company entered into an underwriting agreement (the “Underwriting Agreement”) with Cowen and Company, LLC, Evercore Group L.L.C. and Stifel, Nicolaus & Company, Incorporated, as representatives of the several underwriters named therein (collectively, the “Underwriters”), relating to the public offering, issuance and sale of 7,031,250 shares of the Company’s Class A common stock, par value $0.0001 per share (“Class A Common Stock”) and 781,250 shares of the Company’s Class B common stock, par value $0.0001 per share (“Class B Common Stock,” collectively with Class A Common Stock, the “Common Stock”).
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2020-07-088-K2020-07-021.01 Entry into a Material Definitive Agreement1.01 Entry into a Material Definitive Agreement.f8k_070820.htm
2020-06-168-K2020-06-105.07 Submission of Matters to a Vote of Security Holders5.07 The proposals set forth below were submitted to the stockholders at the 2020 Annual Meeting of Stockholders (the “Annual Meeting”) of Atreca, Inc. (the “Company”) held on June 10, 2020.a20-22732_18k.htm
2020-05-218-K2020-05-205.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers5.02 On May 20, 2020, the Board of Directors (the “Board”) of Atreca, Inc. (the “Company”) appointed Kristine Ball as a member of the Board upon the recommendation of the Nominating and Corporate Governance Committee of the Board (the “Nominating Committee”), effective as of May 20, 2020.f8k_052020.htm
2020-05-148-K2020-05-142.02 Results of Operations and Financial Condition2.02 On May 14, 2020, Atreca, Inc. (the “Company”) issued a press release reporting its financial results for the quarter ended March 31, 2020 and its recent corporate developments.f8k_051420.htm
2020-03-118-K2020-03-112.02 Results of Operations and Financial Condition2.02 On March 11, 2020, Atreca, Inc. (the “Company”) issued a press release reporting its recent corporate developments and its financial results for the quarter and year ended December 31, 2019.f8k_031120.htm
2019-11-128-K2019-11-122.02 Results of Operations and Financial Condition2.02 On November 12, 2019, Atreca, Inc. (the “Company”) issued a press release reporting its recent corporate developments and its financial results for the quarter ended September 30, 2019.f8k_111219.htm
2019-08-228-K2019-08-225.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers5.02 On August 22, 2019, Lawrence Steinman provided Atreca, Inc. (the “Company”) with notice of his resignation from the Company’s Board of Directors (the “Board”), effective immediately.a19-17561_18k.htm
2019-08-138-K2019-08-132.02 Results of Operations and Financial Condition2.02 On August 13, 2019, Atreca, Inc. (the “Company”) issued a press release reporting its recent corporate developments and its financial results for the quarter ended June 30, 2019.a19-17091_18k.htm
2019-07-238-K2019-07-171.01 Entry into a Material Definitive Agreement1.01 On July 17, 2019, Atreca, Inc. (the “Company”) entered into a Lease Agreement (the “Temporary Lease”) between the Company and ARE-EAST JAMIE COURT, LLC (the “Temporary Landlord”) for the lease of approximately 74,788 rentable square feet of office space located at 450 East Jamie Court, South San Francisco, California (the “Jamie Court Property”).a19-13139_18k.htm
2019-07-168-K2019-07-115.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers5.02 On July 11, 2019, the Compensation Committee of the Board of Directors (the “Board”) of Atreca, Inc. (the “Company”) and the Board approved the modification of annual base salaries and target annual cash bonus opportunities for the 2019 fiscal year for certain of the Company’s named executive officers (as defined in Item 402(a)(3) of Regulation S-K promulgated by the Securities and Exchange Commission) and the Company’s Chief Financial Officer, effective July 11, 2019.a19-12868_18k.htm
2019-06-268-K2019-06-243.03 Material Modification to Rights of Security Holders; 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year3.03 On June 24, 2019, Atreca, Inc. (the “Company”), in connection with the closing of the Company’s initial public offering of shares of its common stock (the “IPO”), adopted a revised form of stock certificate to evidence ownership of shares of the Company’s Class A common stock, a copy of which is filed herewith as Exhibit 4.1 and is incorporated herein by reference, and adopted a revised form of stock certificate to evidence ownership of shares of the Company’s Class B common stock, a copy of which is filed herewith as Exhibit 4.2 and is incorporated herein by reference.
5.03 On June 24, 2019, the Company filed an Amended and Restated Certificate of Incorporation (the “Restated Certificate”) with the Secretary of State of the State of Delaware in connection with the closing of the IPO.
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