UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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)
July 20, 2012
Pacific Biosciences of California, Inc.
(Exact name of registrant as specified in its charter)
| Delaware | 001-34899 | 16-1590339 | ||
| (State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
1380 Willow Road
Menlo Park, California 94025
(Address of principal executive offices, including zip code)
(650) 521-8000
(Registrant’s telephone number, including area code)
(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 Instruction A.2):
| ¨ | 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)) |
| ITEM 5.02. | DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF CERTAIN OFFICERS; COMPENSATORY ARRANGEMENTS OF CERTAIN OFFICERS |
On July 20, 2012, the board of directors (the “Board”) of Pacific Biosciences of California, Inc. (the “Company”) appointed David Botstein, Ph.D., 69, as a Class III director to serve on the Board effective immediately.
Dr. Botstein currently serves as the Director of the Lewis-Sigler Institute for Integrative Genomics and Anthony B. Evnin Professor of Genomics at Princeton University where he has served since 2003. From 1990 to 2003, Dr. Botstein was Chairman of the Department of Genetics at Stanford University. He previously served as Vice President for Science at Genentech, and today serves on Genentech’s Scientific Resource Board and is a member of the National Academy of Sciences and the Institute of Medicine. Dr. Botstein holds a Ph.D. in Human Genetics from the University of Michigan and an A.B. in Biochemical Sciences from Harvard.
As previously disclosed in the Company’s proxy statement for the 2012 Annual Meeting of Stockholders, as a non-employee director, Dr. Botstein will receive an annual retainer of $35,000. Pursuant to the Company’s outside director equity compensation policy, Dr. Botstein was automatically granted a stock option to purchase 35,000 shares of the Company’s common stock on the date of his appointment to the Board.
| ITEM 7.01. | REGULATION FD DISCLOSURE |
On July 23, 2012, the Company issued a press release announcing the appointment of Dr. Botstein to the Board. A copy of the press release is included as Exhibit 99.1. This information is intended to be furnished under Item 7.01 of Form 8-K and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.
| ITEM 9.01. | FINANCIAL STATEMENTS AND EXHIBITS |
| (d) | Exhibits |
| Exhibit |
Description | |
| 99.1 | Press release dated July 23, 2012 titled “Pacific Biosciences Names David Botstein, Ph.D. to its Board of Directors” (furnished and not filed herewith solely pursuant to Item 7.01). | |
SIGNATURE
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.
| Pacific Biosciences of California, Inc. | ||
| By: | /s/ Brian B. Dow | |
| Brian B. Dow Vice President and Principal Accounting Officer | ||
Date: July 23, 2012
EXHIBIT INDEX
| Exhibit |
Description | |
| 99.1 | Press release dated July 23, 2012 titled “Pacific Biosciences Names David Botstein, Ph.D. to its Board of Directors” (furnished and not filed herewith solely pursuant to Item 7.01). | |