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): October 2, 2024
(Exact name of registrant as specified in its charter)
| (State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) | ||||||
(Address of principal executive offices) | (Zip Code) | ||||
(617 ) 301-9400
(Registrant’s telephone number, including area code)
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:
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading symbol(s) | Name of each exchange on which registered | ||||||||||||
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
Emerging Growth Company o
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. o
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain
Officers; Compensatory Arrangements of Certain Officers
On October 2, 2024, the board of directors (the “Board”) of Quanterix Corporation (the “Company”) appointed Ivana Magovčević-Liebisch, Ph.D., J.D. to serve on the Board effective immediately. Dr. Magovčević-Liebisch will serve as a Class III director with a term that will expire at the Company’s 2026 annual meeting of stockholders. Dr. Magovčević-Liebisch has also been appointed as a member of the Compensation Committee of the Board.
There is no arrangement or understanding between Dr. Magovčević-Liebisch and any other person pursuant to which she was selected as a director of the Company, and there is no family relationship between Dr. Magovčević-Liebisch and any of the Company’s other directors or executive officers. Dr. Magovčević-Liebisch does not have a material interest in any transaction that is required to be disclosed under Item 404(a) of Regulation S-K.
In accordance with the Company’s amended and restated non-employee director compensation policy (the “Policy”), Dr. Magovčević-Liebisch received an equity award valued at $400,000 comprised of (i) 60% non-qualified stock options to purchase the Company’s common stock at an exercise price equal to the closing price of the common stock on October 2, 2024 and (ii) 40% RSUs. The options vest over three years from the date of grant, with one-third vesting on the first anniversary and the remainder vesting over the following two years in 24 successive equal monthly installments. The RSUs vest over a three-year period, with one-third vesting on each of the first, second, and third anniversaries of the grant date. Dr. Magovčević-Liebisch will also receive annual compensation and annual equity awards as further provided in the Policy. A description of the Policy is available in the Company’s proxy statement filed with the Securities and Exchange Commission on April 15, 2024 (File No. 001-38319) under the heading “Executive Officer and Director Compensation – Director Compensation – Non-Employee Director Compensation Policy.”
A copy of the press release dated October 2, 2024 announcing the appointment of Dr. Magovčević-Liebisch is filed as Exhibit 99.1 hereto and is incorporated by reference herein
Item 9.01 Financial Statements and Exhibits.
(d)Exhibits
| Exhibit No. | Description | |||||||
| 99.1 | ||||||||
| 104 | Cover Page Interactive Data File (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 thereunto duly authorized.
| QUANTERIX CORPORATION | ||||||||
| By: | /s/ Vandana Sriram | |||||||
| Vandana Sriram | ||||||||
| Chief Financial Officer | ||||||||
Date: October 3, 2024
Exhibit 99.1
Quanterix Welcomes Ivana Magovčević-Liebisch, Ph.D., J.D. to Board of Directors
BILLERICA, Mass. - October 2, 2024 - Quanterix Corporation (NASDAQ: QTRX), a company fueling scientific discovery and breakthrough diagnostics through ultrasensitive biomarker detection, today announced the appointment of Ivana Magovčević-Liebisch, Ph.D., J.D. to its Board of Directors.
Dr. Magovčević-Liebisch brings more than 25 years of biopharmaceutical industry experience, including founding Vigil Neuroscience, Inc. four years ago, where she serves as President and Chief Executive Officer. Under her leadership, Vigil raised more than $350 million and advanced its lead pipeline candidates into clinical development, including the first clinical-stage small molecule TREM2 agonist for the potential treatment of Alzheimer’s disease.
Prior to Vigil, Dr. Magovčević-Liebisch was Executive Vice President (EVP) and Chief Business Officer at Ipsen where she was responsible for building the company’s pipeline through executing key strategic transactions. She also served as Senior Vice President and Head of Global Business Development for the specialty drug business at Teva Pharmaceutical Industries Ltd. She previously worked at Dyax Corp in management roles including EVP and Chief Operating Officer where she launched the company’s first drug, Kalbitor® for an orphan indication, Hereditary Angioedema, and at Transkaryotic Therapies, Inc. Dr. Magovčević-Liebisch holds a Ph.D. in Genetics from Harvard University and received her J.D. in High Technology Law from Suffolk University Law School. She graduated from Wheaton College with a B.A. in Biology and Chemistry.
“We are in the early stages of a transformative decade for neurology, with a rapidly growing landscape of therapies that are well positioned to improve patient outcomes. Quanterix’s Simoa® technology is at the forefront of advancing blood-based neuro biomarkers to monitor drug efficacy, improving clinical trials and ultimately regulatory approvals,” said Masoud Toloue, CEO of Quanterix. “Ivana’s business acumen and leadership experience will be invaluable as Quanterix expands its existing biomarker partnerships with pharma and biotech.”
“Quanterix is at the leading edge of ultrasensitive biomarker detection, helping to fuel critical scientific breakthroughs at a time when there is a strong pipeline of therapies for neurodegenerative diseases,” said Dr. Ivana Magovčević-Liebisch. “Joining Quanterix’s Board of Directors presents an exciting opportunity to contribute to continued innovation and advancement in the industry by applying my expertise and experience in biopharmaceutical R&D, intellectual property and regulatory strategy, business development and commercialization.”
“We are excited to have Ivana join our Board and believe her extensive experience and knowledge across multiple aspects of the biopharmaceutical industry will be beneficial as Quanterix continues to expand into clinical diagnostics,” said Martin Madaus Ph.D., Chairman of the Board.
To learn more about Quanterix’s Simoa® technology, visit: https://www.quanterix.com/simoa-technology/.
About Quanterix
From discovery to diagnostics, Quanterix’s ultrasensitive biomarker detection is fueling breakthroughs only made possible through its unparalleled sensitivity and flexibility. The Company’s Simoa® technology has delivered the gold standard for earlier biomarker detection in blood, serum or plasma, with the ability to quantify proteins that are far lower than the Limit of Quantification (LoQ) of conventional analog methods. Its industry-leading precision instruments, digital immunoassay technology and CLIA-certified Accelerator laboratory have supported research that advances disease understanding and management in neurology, oncology, immunology, cardiology and infectious disease. Quanterix has been a trusted partner of the scientific community for nearly two decades, powering research published in more than 2,900 peer-reviewed journals. Find additional information about the Billerica, Massachusetts-based company at https://www.quanterix.com or follow us on Twitter and LinkedIn.
Forward-Looking Statements
This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Words such as “may,” “will,” “expect,” “plan,” “anticipate,” “estimate,” “intend” and similar expressions (as well as other words or expressions referencing future events, conditions or circumstances) are intended to identify forward-looking statements. Forward-looking statements in this news release are based on
Quanterix’s expectations and assumptions as of the date of this press release. Each of these forward-looking statements involves risks and uncertainties. Factors that may cause Quanterix’s actual results to differ from those expressed or implied in the forward-looking statements in this press release are discussed in Quanterix’s filings with the U.S. Securities and Exchange Commission, including the “Risk Factors” sections contained therein. Except as required by law, Quanterix assumes no obligation to update any forward-looking statements contained herein to reflect any change in expectations, even as new information becomes available.
Quanterix Media Contact:
Maya Nimnicht, PAN Communications
(510) 334-6273
pan.quanterix@pancomm.com
Investor Relations:
Francis Pruell, Quanterix
(508) 789-1725
ir@quanterix.com