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 5, 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)
|
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. ☐
| Item 2.05 |
Costs Associated with Exit or Disposal Activities.
|
On March 5, 2024, the Board of Directors of Kronos Bio, Inc. (the “Company”) approved an approximately 21% reduction in its workforce as part of a strategic resource allocation and cost
containment plan. The workforce reduction is expected to be completed on March 7, 2024.
In connection with the reduction in workforce, the Company expects to incur charges of approximately $0.5 million associated with cash severance payments primarily in the first quarter of 2024,
and up to approximately $0.1 million in charges associated with cash payments for COBRA reimbursement over up to the next six months.
| Item 7.01 |
Regulation FD Disclosure.
|
As a result of the strategic resource allocation and cost containment plan referenced under Item 2.05 above, the Company
expects that its existing resources will be sufficient to support the Company’s planned operations into the second half of 2026.
The information in this Current Report on Form 8-K, including Exhibit 99.1, shall not be deemed “filed” for purposes of
Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as
amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing.
Forward-Looking Statements
Statements in this report that are not
statements of historical fact are forward-looking statements for purposes of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. This report, in some cases, uses terms such as “expect,” “plan,” “will,” or other
words that convey uncertainty of future events or outcomes to identify these forward-looking statements. Forward-looking statements include statements regarding the Company’s intentions, beliefs, projections, outlook, analyses or current
expectations concerning, among other things: the expected timing for the completion of the reduction in workforce; the expected charges to be incurred and the related cash payments and the timing thereof; the sufficiency of the Company’s
existing resources to support its planned operations into the second half of 2026; and other statements that are not historical fact. Actual results and the timing of events could differ materially from those anticipated in such forward-looking
statements as a result of various risks and uncertainties, including, without limitation: changes to the assumptions on which the estimated charges associated with the reduction in workforce are based;
unintended consequences from the reduction in workforce; changes in the macroeconomic environment or competitive landscape that impact the Company’s business; whether the Company will be able to progress its clinical trials on the
timelines anticipated, including due to risks inherent in the clinical development of novel therapeutics; risks related to the Company’s limited experience as a company in conducting clinical trials; the risk that results of preclinical studies
and early clinical trials (including preliminary results) are not necessarily predictive of future results; and risks associated with the sufficiency of the Company’s cash resources and need for additional capital. These and other risks are
described in greater detail in the Company’s filings with the Securities and Exchange Commission (SEC), including under the heading “Risk Factors” in its Quarterly Report on Form 10-Q for the quarter ended September 30, 2023, filed with the SEC
on November 13, 2023. Any forward-looking statements that are made in this report speak only as of the date of this report and are based on management’s assumptions and estimates as of such date. Except as required by law, the Company assumes
no obligation to update the forward-looking statements whether as a result of new information, future events or otherwise, after the date of this report.
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.
|
||
|
By:
|
/s/ Norbert Bischofberger
|
|
|
Norbert Bischofberger, Ph.D.
President and Chief Executive Officer
|
||
Dated: March 7, 2024