SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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|Item 5.02|| |
Departures of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
On September 29, 2021, Dr. Richard Klausner, the Chair of the Board of Directors (the “Board”) of Lyell Immunopharma, Inc. (the “Company”) informed the Company that (a) he will take a temporary medical leave of absence and is expected to return in early 2022 (the “Leave”) and (b) he will also be resigning from his position as Executive Chairman of the Company and will no longer be an employee, effective October 1, 2022. However, Dr. Klausner will remain Chair of the Board. The Board has elected Cathy Friedman, its lead independent director, to serve as the interim Chair of the Board during Dr. Klausner’s absence. We do not anticipate the Leave to have any impact on the Company’s timelines for its investigational new drug (“IND”) applications, research and development progress or corporate objectives, and we continue to expect to submit four INDs to the Food and Drug Administration by the end of 2022. The Board and the Company’s employees wish Dr. Klausner a quick and full recovery and look forward to his return to the role of Chair following the Leave.
On September 30, 2021, Dr. Klausner issued a letter to colleagues and stockholders of the Company related to the Leave. That letter is attached as Exhibit 99.1 to this Current Report on Form 8-K.
|Item 9.01.|| |
Financial Statements and Exhibits
|99.1||Letter dated September 30, 2021 from Dr. Rick Klausner|
|104||Cover Page Interactive Data File (embedded within the Inline XBRL document)|
Cautionary Statement Regarding Forward-Looking Statements
This Current Report on Form 8-K contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Specific forward-looking statements include, without limitation, statements related to the duration of, and expected timing of Dr. Klausner’s return from, the Leave, the anticipated timing of the Company’s IND submissions and any potential impact of the Leave on the Company. Forward-looking statements involve risks, uncertainties, assumptions and other factors that are difficult to predict and that could cause actual results to vary materially from those predicted or implied by such forward-looking statements. Factors that could cause or contribute to such differences include, among others, those factors that could affect the Company’s business, operating results and stock price included under the captions “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in the Company’s Quarterly Report on Form 10-Q for the three months ended June 30, 2021. Undue reliance should not be placed on the forward-looking statements in this report, which are based on information available to the Company as of the date hereof.
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.
|Lyell Immunopharma, Inc.|
|Dated: September 30, 2021|
|Chief General Counsel|
Dear Colleagues and Stockholders:
I am writing to let you know that I am taking a temporary medical leave of absence from Lyell as a result of a recent health situation. I expect to make a full recovery and to return in early 2022.
I want to personally thank all Lyellites for the incredible work they are doing to advance the ambitious and important mission of Lyell. Id also like to thank my fellow Board members for their support.
Knowing that the company is led by Liz and a truly outstanding leadership team, and that the team is supported by an amazing group of employees who will continue to advance our important mission - curing solid tumor cancers - enables me to focus fully on my health. I am confident that tremendous progress will be made during my leave, and I cant wait to catch up upon my return.
My family and I deeply appreciate your good wishes and support. Please know that I will be taking a break from general business communications (something new for me!) but I will stay in touch with Liz. I thank you for respecting my and my familys privacy during this time.