OPTINOSE, INC. Form 8-K: Current report
Filings on SEC EDGAR, newest first; amendments sit with their base form. Values are as filed.
- 2020-12-02: Form 8-K; Period of report 2020-12-01; Description 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant; Details 2.03.
- 2020-12-01: Form 8-K; Period of report 2020-12-01; Description 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; Details 5.02.
- 2020-11-12: Form 8-K; Period of report 2020-11-07; Description 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; Details 5.02.
- 2020-11-05: Form 8-K; Period of report 2020-11-05; Description 2.02 Results of Operations and Financial Condition; 8.01 Other Events; Details 2.02.
| Filed | Form | Period of report | Description | Details | Document |
|---|---|---|---|---|---|
| 2020-12-02 | 8-K | 2020-12-01 | 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant | 2.03 As previously reported, OptiNose, Inc. (the “Company”) and its subsidiaries, OptiNose US, Inc. (the “Issuer”), OptiNose UK Limited (the “UK Guarantor”) and OptiNose AS (the “Norwegian Guarantor” and together with the Company and the UK Guarantor, the “Guarantors”), entered into a Note Purchase Agreement (the “Note Purchase Agreement”) on September 12, 2019 (the “Initial Closing Date”), as amended on August 13, 2020 (the “Amendment”), among the Issuer, the Guarantors, BioPharma Credit PLC, as collateral agent (the “Collateral Agent”), and the purchasers party thereto from time to time (the “Purchasers”), providing for the issuance of up to $150 million of senior secured notes (the “Notes”). $80 million of the Notes were issued on the Initial Closing Date by the Issuer and an additional $30 million of the Notes were issued on February 13, 2020. | optn-20201201.htm |
| 2020-12-01 | 8-K | 2020-12-01 | 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 | 5.02 On December 1, 2020, the Board of Directors (the "Board") of OptiNose, Inc. (the “Company”) appointed Tomas J. Heyman as a member of the Board. 7.01 On December 1, 2020, the Company issued a press release announcing the appointment of Thomas J. Heyman to the Company's Board of Directors and the resignation of William F. Doyle from the Board. | optn-20201201.htm |
| 2020-11-12 | 8-K | 2020-11-07 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 Effective as November 7, 2020, Mr. Sriram Venkataraman resigned from the Company’s Board of Directors (“Board”) and as a member of the Board’s Compensation and Nominating & Corporate Governance committees, and Mr. Robert O’Neil resigned from the Board. | optn-20201107.htm |
| 2020-11-05 | 8-K | 2020-11-05 | 2.02 Results of Operations and Financial Condition; 8.01 Other Events | 2.02 On November 5, 2020, OptiNose, Inc. (the “Company”) issued a press release announcing its financial results for the quarter ended September 30, 2020. 8.01 On November 5, 2020, the Company presented an updated Corporate Presentation during its financial results and corporate update call. | optn-20201105.htm |
| 2020-10-22 | 8-K | 2020-10-22 | 2.01 Completion of Acquisition or Disposition of Assets | optn-20201022.htm | |
| 2020-10-07 | 8-K | 2020-10-02 | 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing | 3.01 As previously reported in Item 3.01 of the Current Report on Form 8-K filed on September 17, 2020 by OptiNose, Inc. (the “Company”), the resignation of Mr. Tamaroff from the Company’s Board of Directors and Audit Committee on September 16, 2020 resulted in the Company not being in compliance with the “three independent member audit committee” requirement of the Nasdaq Stock Market (“Nasdaq”) Listing Rule 5605. | optn-20201002.htm |
| 2020-09-21 | 8-K | 2020-09-18 | 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant | 2.03 On September 18, 2020, OptiNose US, Inc. (the “Company”), a wholly owned subsidiary of OptiNose, Inc., amended its existing office lease agreement for the Company’s headquarters at 1020 Stony Hill Road, Yardley, PA 19067 (the “Lease Amendment”). | optn-20200918.htm |
| 2020-09-17 | 8-K | 2020-09-16 | 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 3.01 (b) Pursuant to Nasdaq Listing Rule 5605(c)(2)(A), the Company’s Audit Committee is required to have at least three members. 5.02 The Company’s Stockholders’ Agreement, dated as of October 2, 2017, with Avista Capital Partners II, LP, Avista Capital Partners (Offshore) II, LP and Avista Capital Partners (Offshore) II-A, LP (collectively, “Avista”) provides that one of Avista’s three director designees shall offer to resign from the Board of Directors in the event Avista’s beneficial ownership of Company common stock falls below 27.5%. | optn-20200916.htm |
| 2020-08-18 | 8-K | 2020-08-13 | 1.01 Entry into a Material Definitive Agreement; 8.01 Other Events | 1.01 Entry into a Material Definitive Agreement. 8.01 On August 14, 2020, the Company issued a press release announcing the pricing of the Offering on August 13, 2020. | optn-20200813.htm |
| 2020-08-04 | 8-K | 2020-08-04 | 2.02 Results of Operations and Financial Condition; 8.01 Other Events | 2.02 On August 4, 2020, OptiNose, Inc. (the “Company”) issued a press release announcing its financial results for the quarter ended June 30, 2020. 8.01 On August 4, 2020, the Company presented an updated Corporate Presentation during its financial results and corporate update call. | a8-kq220earningsrelease.htm |
| 2020-07-29 | 8-K | 2020-07-29 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 On July 29, 2020, the Board of Directors (the "Board") of OptiNose, Inc. (the “Company”) appointed Catherine E. Owen as a member of the Board. | a8-k072920cowenannounc.htm |
| 2020-07-08 | 8-K | 2020-07-07 | 8.01 Other Events | 8.01 On July 7, 2020, Optinose entered into an agreement with kaléo, Inc. to co-promote XHANCE® (fluticasone propionate) exhalation nasal spray 93 mcg, for the treatment of nasal polyps in patients 18 years or older in the United States. | a8-k070820kaleoannounc.htm |
| 2020-06-30 | 8-K | 2020-06-30 | 8.01 Other Events | 8.01 On June 30, 2020, the Company issued a press release announcing the initiation of the development of a new product candidate, OPN-019, intended to reduce illness and transmission of the COVID-19 virus. | a8-k063020covidcandida.htm |
| 2020-06-12 | 8-K | 2020-06-10 | 5.07 Submission of Matters to a Vote of Security Holders | 5.07 On June 10, 2020, OptiNose, Inc. (the Company) held its Annual Meeting of Stockholders. | a8-k061220annualmeetin.htm |
| 2020-05-07 | 8-K | 2020-05-07 | 2.02 Results of Operations and Financial Condition; 8.01 Other Events | 2.02 On May 7, 2020, OptiNose, Inc. (the “Company”) issued a press release announcing its financial results for the quarter ended March 31, 2020. 8.01 On May 7, 2020, the Company presented an updated Corporate Presentation during its financial results and corporate update call. | a8-kq120earningsrelease.htm |
| 2020-04-24 | 8-K | 2020-04-24 | 8.01 Other Events | 8.01 On April 24, 2020, the Company announced that it is repaying the $4.4 million loan it received under the Small Business Administration Paycheck Protection Program of the Coronavirus Aid, Relief and Economic Security Act of 2020. | a8-k042420ppploanreturn.htm |
| 2020-04-16 | 8-K | 2020-04-10 | 1.01 Entry into a Material Definitive Agreement; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant | 1.01 On April 6, 2020, OptiNose US, Inc. (“Borrower”), a wholly owned subsidiary of OptiNose, Inc. (the “Company”), applied to JPMorgan Chase Bank, N.A. (“JPMorgan”) under the Small Business Administration (the “SBA”) Paycheck Protection Program of the Coronavirus Aid, Relief and Economic Security Act of 2020 (the “CARES Act”) for a loan of $4.4 million (the “Loan”). 2.03 The disclosure in Item 1.01 and Exhibit 10.1 of this report are incorporated herein by reference. | a8-k041620ppploan.htm |
| 2020-03-05 | 8-K | 2020-03-05 | 2.02 Results of Operations and Financial Condition; 8.01 Other Events | 2.02 On March 5, 2020, OptiNose, Inc. (the “Company”) issued a press release announcing its financial results for the year ended December 31, 2019. 8.01 On March 5, 2020, the Company presented an updated Corporate Presentation during its financial results and corporate update call. | a8-k12x31x19earningsre.htm |
| 2020-02-19 | 8-K | 2020-02-17 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 On February 17, 2020, OptiNose, Inc. (the “Company”) appointed Victor M. Clavelli as the Company’s Chief Commercial Officer. | a8-k021920ccoannouncem.htm |
| 2020-02-18 | 8-K | 2020-02-13 | 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant | 2.03 As previously reported, on September 12, 2019 (the “Initial Closing Date”), OptiNose, Inc. (the “Company”) and its subsidiaries, OptiNose US, Inc. (the “Issuer”), OptiNose UK Limited (the “UK Guarantor”) and OptiNose AS (the “Norwegian Guarantor” and together with the Company and the UK Guarantor, the “Guarantors”), entered into a Note Purchase Agreement (the “Note Purchase Agreement”), among the Issuer, the Guarantors, BioPharma Credit PLC, as collateral agent (the “Collateral Agent”), and the purchasers party thereto from time to time (the “Purchasers”), providing for the issuance of up to $150 million of senior secured notes (the “Notes”). $80 million of the Notes were issued on the Initial Closing Date by the Issuer. | a8-k021820pharmakondraw.htm |