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): March 27, 2019

QUANTERIX CORPORATION

(Exact name of registrant as specified in its charter)

Registrant’s telephone number, including area code: (617) 301-9400

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:

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

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

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

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

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 x

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 March 27, 2019, Joseph Driscoll notified Quanterix Corporation (the “Company”) of his intention to step down from the role of Chief Financial Officer, effective April 12, 2019, to pursue other opportunities. Mr. Driscoll’s decision is not the result of any disagreement with respect to any matter relating to the operations, financial reporting, policies or practices of the Company.

On March 28, 2019, the Company announced the appointment of Amol Chaubal as the Company’s new Chief Financial Officer, effective April 12, 2019. Mr. Chaubal, age 43, joins the Company from global medical technology company Smith & Nephew, where he serves as the CFO of Global Operations. Prior to his time at Smith & Nephew, he served as Corporate Vice-President and Head of Finance for PAREXEL’s CRS business from June 2015 to October 2017. Between May 2013 and May 2015, he was the North America CFO and later Regional COO at Brookfield Renewable Energy Group. Prior to Brookfield, he was CFO North America at Novartis Vaccines & Diagnostic and had spent 11 years with Novartis in positions of increasing responsibility across Switzerland, Canada, and the United States. He has an MBA (with distinction) from INSEAD (France). He began his career with Procter & Gamble, after completing a Masters degree in Chemical Engineering from Indian Institute of Technology, Mumbai.

Mr. Chaubal’s annual base salary will be $350,000 and is subject to periodic review and adjustment by the Company. In addition, Mr. Chaubal will be eligible to receive an annual bonus with a target bonus amount of 40% of his annual base salary, at the discretion of the Board and subject to achievement of metrics and goals to be established.  The Company has agreed to grant Mr. Chaubal 18,529 restricted stock units (the “RSUs”) and an option to purchase 62,270 shares of its common stock (the “Option”).  The RSUs and Option will vest as to 25% of the shares on the first anniversary of the date of Mr. Chaubal’s employment with the Company and as to 1/48th of the shares at the end of each month thereafter for 36 months, and the Option will have an exercise price equal to the closing price of the Company’s common stock on the effective date of his employment.  In the event of a sale or merger of the Company within 18 months of the effective date of his employment, 50% of any unvested RSUs and the Option will vest immediately. In addition, Mr. Chaubal will be eligible to receive an annual equity grant with a targeted grant date fair value of up to $480,000 based on the Black Scholes value.

In the event that Mr. Chaubal’s employment is terminated by the Company without cause or he resigns for good reason he will receive continued payment of his base salary for six months as severance. If there is a sale or merger of the Company during Mr. Chaubal’s employment, and if he is terminated without cause within one-year following that sale or merger transaction, he will receive continued payment of his base salary for 12 months as severance.  The Company will also pay Mr. Chaubal’s COBRA premiums equivalent to the employer contribution cost of his continued participation in the Company’s group health plan for the duration of the applicable severance period.

A copy of the press release announcing the foregoing is attached hereto as Exhibit 99.1 and is incorporated by reference herein.

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 thereunto duly authorized.

Date: On March 28, 2019

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Exhibit 99.1

Quanterix Appoints Amol Chaubal as Chief Financial Officer
Amol brings global pharmaceutical and diagnostic industry experience to management team to support rapid company growth

LEXINGTON, Mass. — March 28, 2019 Quanterix Corporation (NASDAQ: QTRX), a company digitizing biomarker analysis with the goal of advancing the science of precision health, today announced that it has named Amol Chaubal to the position of Chief Financial Officer (CFO), effective April 12, 2019. Amol replaces Joseph Driscoll, who is stepping down from his current role as CFO.

“Our company’s accelerated growth over the past several years, combined with the magnitude of the opportunity we have to transform healthcare with digital biomarkers requires us to scale our executive team accordingly with top talent,” said Kevin Hrusovsky, Chief Executive Officer, President and Chairman of Quanterix. “Amol’s deep experience in diagnostics, pharmaceutical services and medical devices will be invaluable at a pivotal point in our company’s growth, fueled by regaining rights to diagnostics, new product launches, groundbreaking publications and rapid adoption of digital biomarkers in neurology and oncology research. The ability to attract talent of his caliber speaks volumes for Quanterix’ momentum and long-term potential as we propel to the next phase. I also want to thank Joe for his contributions over the last two years helping to prepare the company for a very successful IPO.”

Amol brings over 20 years of experience, joining Quanterix from global medical technology company, Smith & Nephew, where he serves as CFO of Global Operations. Prior to his time at Smith & Nephew, Amol served as corporate vice president and head of finance for PAREXEL’s CRS business. He has also held various roles at Novartis, including CFO North America — Vaccines & Diagnostics as well as international roles across Switzerland, Canada and the United States. Amol has a Master of Business Administration from INSEAD and a Master of Chemical Engineering from the Indian Institute of Technology.

“I am honored to be joining an impressive leadership team that has achieved considerable success in a short time,” said Amol. “I am impassioned by Quanterix’ mission-driven work and admire Kevin’s drive to empower new advances in disease diagnosis and develop better treatments with biomarker research. I look forward to supporting the innovation and world-class performance that the company has continuously delivered.”

For more information on Quanterix please visit: www.quanterix.com

About Quanterix

Quanterix is a company that’s digitizing biomarker analysis with the goal of advancing the science of precision health. The company’s digital health solution, Simoa, has the potential to change the way in which healthcare is provided today by giving researchers the ability to closely examine the continuum from health to disease. Quanterix’ technology is designed to enable much earlier disease detection, better prognoses and enhanced treatment methods to improve the quality of life and longevity of the population for generations to come. The technology is currently being used for research applications in several therapeutic areas, including oncology, neurology, cardiology, inflammation and infectious disease. The company was established in 2007 and is located in Lexington, Massachusetts. For additional Information, please visit: https://www.quanterix.com.

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’ 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’ actual results to differ from those expressed or implied in the forward-looking statements in this press release are discussed in Quanterix’ 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.

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