Amendment: Caribou Biosciences Inc. filed SEC Form 8-K: Leadership Update, Financial Statements and Exhibits
$CRBU
Biotechnology: Biological Products (No Diagnostic Substances)
Health Care
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K/A
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CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): September 1, 2024
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(Exact name of Registrant as Specified in Its Charter)
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Registrant’s Telephone Number, Including Area Code: (510 ) 982-6030
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Explanatory Note
On September 3, 2024, Caribou Biosciences, Inc. (the “Company”) filed a Current Report on Form 8-K (the “Original Form 8-K”) to report, among other things, the September 1, 2024 notice of resignation received from Jason O’Byrne, the Company’s Chief Financial Officer, and the Company’s intent to appoint Ryan Fischesser, the Company’s current Vice President of Finance and Controller, as the Company’s principal accounting officer in light of Mr. O’Byrne’s resignation, each to be effective on September 27, 2024. This Amendment No. 1 on Form 8-K/A is being filed to supplement the disclosure contained in Item 5.02 of the Original Form 8-K by providing additional information that was not determined at the time of filing of the Original Form 8‑K regarding the designation of roles being assumed by Mr. Fischesser and additional information regarding the compensatory arrangements being entered into with Mr. Fischesser in connection with his designation.
Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On September 23, 2024, Caribou Biosciences, Inc. (the “Company”) designated Ryan Fischesser, the Company’s current Vice President of Finance and Controller, as the Company’s interim principal financial officer and interim principal accounting officer, effective as of 5:00 p.m. Pacific time on September 27, 2024, to serve in those roles until the effective date of the appointment by the Company of a new Chief Financial Officer or such later date determined by the Company. Mr. Fischesser’s designations were made in connection with the resignation of Jason O’Byrne, the Company’s Chief Financial Officer. Mr. O’Byrne serves as the Company’s principal financial officer and principal accounting officer through September 27, 2024, his final day with the Company.
Information concerning Mr. Fischesser’s age, business experience, and other matters is contained in the Original Form 8-K.
In connection with his designation as the Company’s interim principal financial officer and interim principal accounting officer, on November 20, 2024, Mr. Fischesser will be granted 25,000 restricted stock units (“RSUs”) to acquire shares of the Company’s common stock, which RSUs will vest in full on November 20, 2025, subject to Mr. Fischesser’s continued employment with the Company on the grant date and on the vesting date.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
| Exhibit No. | Description | |||||||
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) | |||||||
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.
| Caribou Biosciences, Inc. | |||||||||||
| Date: | September 27, 2024 | By: | /s/ Rachel E. Haurwitz | ||||||||
| Rachel E. Haurwitz President and Chief Executive Officer | |||||||||||