Current Report Filing (8-k)
19 January 2019 - 12:10AM
Edgar (US Regulatory)
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): January 17, 2019
MODERNA, INC.
(Exact
name of registrant as specified in its charter)
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Delaware
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001-38753
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81-3467528
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(State or other jurisdiction
of Incorporation)
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(Commission
File Number)
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(IRS Employer
Identification Number)
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200 Technology Square
Cambridge, MA
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02139
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(Address of registrants principal executive office)
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(Zip code)
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(617)
714-6500
(Registrants telephone number, including area code)
N/A
(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:
☐
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 203.425)
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Soliciting material pursuant to Rule
14a-12
under the Exchange Act (17
CFR
240.14a-12)
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Pre-commencement
communications pursuant to Rule
14d-2(b)
under the Exchange Act (17 CFR
240.14d-2(b))
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☐
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Pre-commencement
communications pursuant to Rule
13e-4(c)
under the Exchange Act (17 CFR
240.13e-4(c))
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule
12b-2
of the Securities Exchange Act of 1934.
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.
On January 17, 2019, John Mendlein, President, Corporate and Product Strategy of
Moderna, Inc. (the Company), informed the Company that he will be leaving the Company effective February 1, 2019 and will be joining Flagship Pioneering as an Executive Partner. Dr. Mendlein previously served as a member of the
Companys Board of Directors from March 2012 until January 2018, when he stepped down from the Board to join the Companys management team to, among other things, assist with the Companys preparation for its initial public offering.
Item 7.01. Regulation FD Disclosure.
On
January 18, 2019, the Company issued a press release announcing Dr. Mendleins departure. A copy of this press release is furnished as Exhibit 99.1 to this Report on Form
8-K.
The information in this Item 7.01 and Exhibit 99.1 attached hereto is intended to be furnished and shall not be deemed filed for purposes of
Section 18 of the Securities Exchange Act of 1934 (the Exchange Act) 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 or the
Exchange Act, except as expressly set forth by specific reference in such filing.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
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SIGNATURES
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.
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Date: January 18, 2019
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MODERNA, INC.
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By:
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/s/ Lori Henderson
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Lori Henderson
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General Counsel and Corporate Secretary
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