UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
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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): December 11, 2020
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(Exact name of registrant as specified in its charter)
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| (State or other jurisdiction of incorporation) | (Commission File Number) | (I.R.S. Employer Identification No.) | ||||||||||||
(Address of principal executive offices) (Zip Code)
(949 ) 396-6322
(Registrant’s telephone number, including area code)
N/A
(Former name or former address, if changed since last report)
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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:
| 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 Exchange Act:
| Title of class | Trading symbol | Name of exchange on which registered | ||||||
Indicate by check mark whether the registrant is an emerging growth company as defined in 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.
Appointment of Directors
The Board of Directors (the Board) of Axonics Modulation Technologies, Inc. (the Company) has appointed David M. Demski, to serve as a member of the Board and the Audit Committee of the Board, effective January 1, 2021. Mr. Demski has no direct or indirect material interest in any transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K, has no arrangement or understanding with any other person required to be disclosed pursuant to Item 401(a) of Regulation S-K and has no family relationships required to be disclosed pursuant to Item 401(d) of Regulation S-K.
Pursuant to the terms of the Company’s 2018 Omnibus Incentive Plan, Mr. Demski will be granted an option to purchase 10,000 shares of the Company’s common stock and 3,500 restricted shares of the Company’s common stock on January 1, 2021, the effective date of Mr. Demski’s appointment. Subject to certain conditions, such option will have an exercise price equal to the closing sale price of the Company’s common stock on the Nasdaq Global Market on December 31, 2020, and such option and restricted shares shall be fully vested as of December 31, 2021.
Mr. Demski, age 62, currently serves as president and CEO of Globus Medical, Inc. (Nasdaq: GMED), a publicly traded medical technology company that manufactures and markets musculoskeletal implants and related surgical products. Mr. Demski has served as a member of the Globus board of directors since the inception of Globus in 2003. From 2003 until his appointment as CEO of Globus in 2017, Mr. Demski held various senior management positions at Globus, including chief financial officer, chief operating officer and president, Emerging Technologies. Mr. Demski received a B.S. in Business Administration from the University of Michigan and an M.B.A. from Stanford Graduate School of Business.
Departure of Directors
On December 11, 2020, Juliet Tammenoms Bakker resigned as a member of the Board and as Chair of the Compensation Committee. Ms. Tammenoms Bakker’s decision to resign was not the result of any disagreement with the Company, the Board, management, or any matter relating to the Company’s operations, policies or practices.
Erik Amble has provided notice to the Board that he will resign as a member of the Board and the Audit Committee, effective December 31, 2020. Mr. Amble’s decision to resign was not the result of any disagreement with the Company, the Board, management, or any matter relating to the Company’s operations, policies or practices.
Item 8.01. Other Events.
On December 14, 2020, the Company issued a press release announcing certain of the matters described in Item 5.02 of this Current Report on Form 8-K. The full text of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
| Exhibit Number | Description | |||||||
| 99.1 | ||||||||
| 104 | Cover Page Interactive Date File - the cover page XBRL tags are embedded within the Inline XBRL document. | |||||||
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.
| AXONICS MODULATION TECHNOLOGIES, INC. | ||||||||||||||
| Dated: December 14, 2020 | By: | /s/ Raymond W. Cohen | ||||||||||||
| Raymond W. Cohen | ||||||||||||||
| Chief Executive Officer | ||||||||||||||
Exhibit 99.1
Axonics® Announces Appointment of David M. Demski to Board of Directors
IRVINE, Calif – December 14, 2020 – Axonics Modulation Technologies, Inc. (Nasdaq: AXNX), a medical technology company that has developed and is commercializing novel implantable sacral neuromodulation (SNM) devices for the treatment of urinary and bowel dysfunction, today announced the appointment of veteran medical technology industry executive David M. Demski to its board of directors, effective January 1, 2021.
Mr. Demski currently serves as president and CEO of Globus Medical, Inc. (Nasdaq: GMED), a publicly traded medical technology company that manufactures and markets musculoskeletal implants and related surgical products, with sales in 2019 of over $750 million and a current market capitalization of over $5.9 billion. Mr. Demski has served as a member of the Globus board of directors since the inception of Globus in 2003. From 2003 until his appointment as CEO of Globus in 2017, Mr. Demski held various senior management positions at Globus, including chief financial officer, chief operating officer and president, Emerging Technologies. Mr. Demski received a B.S. in Business Administration from University of Michigan and an M.B.A. from Stanford Graduate School of Business.
Juliet Tammenoms Bakker, managing director at venture capital firm Longitude Capital, has retired from the board of directors effective December 11, 2020. Erik Amble, chairman of Swiss-based NeoMed Management and a founding venture capital investor in Axonics, will be retiring from the board effective December 31, 2020.
Mr. Demski said, “Axonics has done an outstanding job of executing on its business plan since the launch of its r-SNM product in the U.S. a year ago and I admire the company’s commitment to innovation for the benefit of patients, their families and clinicians. Axonics’ technology advantage, distribution footprint and strong balance sheet provides the strategic foundation for significant future growth given the highly underpenetrated market for patients suffering from pelvic floor dysfunction. I am looking forward to serving on the board and working with the Axonics senior leadership team in the months and years ahead.”
Raymond W. Cohen, CEO of Axonics, said, “We are thrilled to welcome Dave to our board of directors. He has extensive leadership experience in medical devices and a proven track record of successfully acquiring and scaling emerging growth businesses. We look forward to benefiting from Dave’s strategic insight as Axonics continues to execute on its ambitious growth objectives.”
Mr. Cohen continued, “We are grateful for the support and board service of Mr. Amble and Ms. Bakker, both of whom shared our vision of developing and commercializing a long-lived SNM device with the potential to change the lives of patients suffering from bladder and bowel dysfunction. On behalf of all Axonics stakeholders, I extend our sincere appreciation to Mr. Amble and Ms. Bakker.”
About Axonics Modulation Technologies, Inc.
Axonics, based in Irvine, Calif., has developed and is commercializing novel implantable SNM devices for patients with urinary and bowel dysfunction. These conditions are caused by a miscommunication between the bladder and the brain and significantly impacts quality of life. Overactive bladder affects an estimated 87 million adults in the U.S. and Europe. Another estimated 40 million adults are reported to suffer from fecal incontinence/accidental bowel leakage. Axonics SNM therapy, which has been clinically proven to reduce symptoms and restore pelvic floor function, is now being offered at hundreds of medical centers across the U.S. and in dozens of select hospitals in Western Europe. Reimbursement coverage is well established in the U.S. and is a covered service in most European countries. The Axonics System is the first long-lived rechargeable SNM system approved for sale in the world, and the first to gain full-body MRI conditional labeling. For more information, visit www.axonics.com.
Axonics contact:
Neil Bhalodkar
949-336-5293
Neil Bhalodkar
949-336-5293
IR@axonics.com