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): July 15, 2021
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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.
The Board of Directors (the “Board”) of Axonics, Inc. (the “Company”) has appointed Dr. Esteban López M.D., to serve as a member of the Board, effective July 15, 2021. Dr. López 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, Dr. López was 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 July 15, 2021, the effective date of Dr. López’s appointment. Subject to certain conditions, such option will have an exercise price equal to $59.70, the closing sale price of the Company’s common stock on the Nasdaq Global Market on July 15, 2021, and such option and restricted shares shall be fully vested as of July 15, 2022.
Dr. López, age 49, currently serves on the board of directors of Addus HomeCare Corporation (Nasdaq: ADUS), a publicly traded provider of home care services. Dr. López is also the Americas healthcare and life sciences Market Lead at Google Cloud with multinational executive responsibility for strategy and solutions development. Dr. López previously served as chief medical officer for clinical strategy and innovation at Health Care Service Corporation, the fourth largest health insurer in the U.S. Dr. López received a B.A. in biology from the University of California, Santa Cruz, his medical degree from Michigan State University College of Human Medicine, and his MBA from the University of Texas at Dallas.
Item 8.01. Other Events.
On July 15, 2021, 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 No. | 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, INC. | ||||||||||||||
| Dated: July 19, 2021 | By: | /s/ Raymond W. Cohen | ||||||||||||
| Raymond W. Cohen | ||||||||||||||
| Chief Executive Officer | ||||||||||||||
Exhibit 99.1
Axonics® Announces Appointment of Dr. Esteban López to its Board of Directors
IRVINE, Calif – July 15, 2021 – Axonics, Inc. (Nasdaq: AXNX), a global medical technology company that is developing and commercializing novel products for the treatment of bladder and bowel dysfunction, today announced the appointment of Esteban López, M.D., MBA, to its board of directors, effective immediately.
“Axonics is fortunate to have someone of Dr. López’s character and extensive experience join our board of directors,” said Raymond W. Cohen, CEO of Axonics. “Given his thought leadership in healthcare, Dr. López will be a valuable adviser to Axonics as we continue to execute on our ambitious growth objectives.”
Dr. López is the Americas healthcare and life sciences Market Lead at Google Cloud with multinational executive responsibility for strategy and solutions development. He previously served as chief medical officer for clinical strategy and innovation at Health Care Service Corporation, the fourth largest health insurer in the U.S. and the nation’s largest member-owned health insurance company. Prior to this position, he was president and chief medical officer of the southwest Texas region for Blue Cross Blue Shield of Texas. Dr. López also currently serves on the board of directors of Addus HomeCare (Nasdaq: ADUS). Dr. López earned his B.A. in biology from the University of California, Santa Cruz, his medical degree from Michigan State University College of Human Medicine, and his MBA from the University of Texas at Dallas. Dr. López remains a practicing physician and he is dual board certified in internal medicine and pediatrics.
“I am delighted to join the Axonics board of directors,” said Dr. López. “I admire the company’s commitment to innovation and changing the quality of life for patients suffering from bladder and bowel dysfunction. I look forward to working with the Axonics senior leadership team and contributing to the board.”
About Axonics
Based in Irvine, Calif., Axonics is a global medical technology company that is developing and commercializing novel products for patients with bladder and bowel dysfunction. The company’s rechargeable sacral neuromodulation (SNM) system provides patients suffering from overactive bladder and/or fecal incontinence with long-lived, easy to use, safe, clinically effective therapy. In addition, Axonics’ best-in-class urethral bulking agent, Bulkamid®, provides women suffering from stress urinary incontinence (SUI) with safe and durable symptom relief. Overactive bladder affects an estimated 87 million adults in the U.S. and Europe, with an additional 40 million adults estimated to suffer from fecal incontinence. SUI affects an estimated 20 million women in the U.S. alone. Axonics’ clinically proven products are offered at hundreds of medical centers across the U.S. and abroad. Reimbursement coverage is well established in the U.S. and is a covered service in most European countries. For more information, visit www.axonics.com.
Axonics contact:
Neil Bhalodkar
949-336-5293
Neil Bhalodkar
949-336-5293
IR@axonics.com