true 0001806952 0001806952 2021-09-29 2021-09-29









(Amendment No. 1)




Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): September 29, 2021




(Exact name of Registrant as Specified in Its Charter)




Delaware   001-40502   83-1300510

(State or Other Jurisdiction

of Incorporation)



File Number)


(IRS Employer

Identification No.)


201 Haskins Way

South San Francisco, California

(Address of Principal Executive Offices)   (Zip Code)

(650) 695-0677

(Registrant’s Telephone Number, Including Area Code)

Not Applicable

(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 (see General Instructions A.2. below):


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:





Name of Exchange

on Which Registered:

Common Stock, par value $0.0001 per share   LYEL   The Nasdaq Global Select Market

Indicate by check mark whether the registrant is an emerging growth company 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 5.02

Departures of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

This Current Report on Form 8-K/A of Lyell Immunopharma, Inc. (the “Company”) amends the Company’s Current Report on Form 8-K dated September 29, 2021 and filed with the Securities and Exchange Commission on September 30, 2021 (the “Original Filing”) to correct a typo referring to the date on which Dr. Richard Klausner will no longer be an employee of the Company. On September 29, 2021, Dr. Klausner informed the Company that he will be resigning from his position as Executive Chairman of the Company and will no longer be an employee, effective October 1, 2021.

Except as described herein, no other changes have been made to the Original Filing.


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: October 1, 2021    

/s/ Heather Turner

      Heather Turner
      Chief General Counsel