UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K/A
(Amendment No. 1)
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): November 11, 2021
(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 including zip code)
Registrant’s telephone number, including area code: (650 ) 781-5200
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:
| 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 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 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. ☐
Explanatory Note
This Amendment No. 1 to Current Report on Form 8-K (“Amendment No. 1”) is being filed to amend the Current Report on Form 8-K filed by Kronos Bio, Inc. with the Securities and Exchange Commission on November 12, 2021 (the “Original 8-K”). The Original 8-K incorrectly identified the Date of Report on the cover page as November 12, 2021. As disclosed in Item 5.02 of the Original 8-K and reproduced below, the date of the earliest event reported in the Original 8-K is November 11, 2021. This Amendment No. 1 to the Original 8-K is filed solely to correct the Date of Report on the cover page. No other changes have been made to the Original 8-K.
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
(d)
On November 11, 2021 , we appointed Roshawn Blunt to our Board of Directors (the “Board”) as a Class II director with a term ending at our annual meeting of stockholders to be held in 2022. Ms. Blunt was also appointed as a member of the Compensation Committee of the Board.
In accordance with our non-employee director compensation policy, Ms. Blunt received an initial option grant to purchase 41,200 shares of our common stock. The option vests in a series of three annual installments over the three-year period measured from the date of grant. Ms. Blunt is also eligible to receive an annual retainer of $35,000 for her service on the Board, an additional annual retainer of $5,000 for her service on the Compensation Committee of the Board, and an annual option grant on the date of each of our annual stockholder meetings.
We have also entered into our standard form of indemnity agreement for directors and officers with Ms. Blunt.
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.
| KRONOS BIO, INC. | ||||||||||||||
| Dated: November 12, 2021 | By: | /s/ Norbert Bischofberger | ||||||||||||
| Norbert Bischofberger, Ph.D. | ||||||||||||||
| President and Chief Executive Officer | ||||||||||||||