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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM 8-K

 

 

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported):

August 23, 2021

 

 

APPLIED MOLECULAR TRANSPORT INC.

(Exact name of registrant as specified in its charter)

 

 

 

Delaware   001-39306   81-4481426

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

  (IRS Employer
Identification No.)

1 Tower Place, Suite 850

South San Francisco, CA 94080

(Address of principal executive offices, including zip code)

(650) 392-0420

(Registrant’s telephone number, including area code)

Not Applicable

(Former name or former address, if changed since last report)

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

 

☐

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

☐

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

☐

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

☐

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class

 

Trading
Symbol

 

Name of exchange
on which registered

Common Stock, par value $0.0001 per share   AMTI   The Nasdaq Global Select Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 

 

 

Item 5.02

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

(d) Election of New Directors.

On August 23, 2021, the board of directors (the “Board”) of Applied Molecular Transport Inc. (the “Company”) increased the size of the board from six members to seven members and appointed Holly Schachner to serve as a Class III director on the Board for a term expiring at the 2023 annual meeting of the Company’s stockholders. Dr. Schachner was appointed to the Corporate Governance and Nominating Committee and Compensation Committee of the Board, effective immediately.

Dr. Schachner will receive standard compensation, including cash compensation and option grants available to non-employee directors pursuant to the Company’s director compensation policy. In addition, Dr. Schachner has entered into the Company’s standard indemnification agreement.

There are no arrangements or understandings between Dr. Schachner and any other persons pursuant to their respective appointments, no family relationships between Dr. Schachner and any director or executive officer of the Company, and Dr. Schachner does not have a direct or indirect material interest in any related party transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K.

Attached to this Form 8-K is a press release regarding the appointment of Dr. Schachner as a director of the Company. The information in the press release attached hereto shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act of 1934, as amended.

 

Item 9.01

Financial Statements and Exhibits.

 

(d)

Exhibits.

 

Exhibit No.    Description
99.1    Press Release, dated August 24, 2021.
104    Cover Page Interactive Data File (embedded within the Inline XBRL document)

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 hereunto duly authorized.

 

    Applied Molecular Transport Inc.
By:      

  /s/ Tahir Mahmood

 

  Tahir Mahmood, Ph.D.

  Co-Founder and Chief Executive Officer

Date: August 24, 2021

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