Current Report Filing (8-k)
November 10 2022 - 4:23PM
Edgar (US Regulatory)
0001293818
false
0001293818
2022-11-08
2022-11-08
iso4217:USD
xbrli:shares
iso4217:USD
xbrli:shares
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
November
8, 2022
Date of Report (date of earliest event reported)
_________________
OpGen, Inc.
(Exact name of Registrant as specified in its charter)
_________________
Delaware
(State or other jurisdiction of incorporation or
organization) |
|
001-37367
(Commission
File Number) |
|
06-1614015
(I.R.S. Employer
Identification Number) |
9717
Key West Ave, Suite 100
Rockville, MD
20850
(Address of principal executive offices)(Zip code)
(301) 869-9683
(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
Instruction 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 |
Trading Symbol(s) |
Name of each exchange on which registered |
Common Stock |
OPGN |
The Nasdaq Capital 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 2.02 Results of Operations and Financial Condition
On November 10, 2022, OpGen, Inc. (the “Company”) issued a
press release announcing its financial results for the third quarter ended September 30, 2022. A copy of the press release is attached
hereto as Exhibit 99.1 and is incorporated herein by reference.
Item 5.02 Departure of Directors or Certain
Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On November 8, 2022, the Board of Directors of the
Company (the “Board”) elected Yvonne Schlaeppi as a member of its Board of Directors. The Board also confirmed that Ms. Schlaeppi
is an independent director under applicable standards, including Nasdaq corporate governance standards. Her term as a director began on
November 8, 2022.
Since 2011, Ms. Schlaeppi has served as a Managing
Partner of Stratevise LLC, an international strategic advisory firm that she cofounded. From 2016 through its going private in 2019, Ms.
Schlaeppi served on the board of directors of Stallergenes Greer plc, a pharmaceutical company traded on the Euronext Paris exchange.
From 2014 to 2015, Ms. Schlaeppi served on the boards of directors of allergy immunotherapy companies, Ares Allergy Holdings Inc. and
Greer Laboratories, Inc. Since 2018, Ms. Schlaeppi has been a director of AstroNova, Inc., a Nasdaq-listed industrial company, which applies
data visualization technologies to its hardware and software products for the aerospace and defense, packaging and product identification,
and electronic signal data test and measurement sectors, as well as Chair of its Nominating and Governance Committee and a member of its
Audit Committee. Since 2015, Ms. Schlaeppi has been a member of the External Advisory Council to the Channing Division of Network Medicine
of Brigham and Women’s Hospital in Boston. Ms. Schlaeppi has been recognized as Directorship Certified by the National Association
of Corporate Directors (“NACD”) in 2022 and, from 2017 to 2022, has been recognized annually as a Board Leadership Fellow
by the NACD. Prior to founding Stratevise, Ms. Schlaeppi served as General Counsel at Global Enterprise Technologies, Passport & ID,
a high-security document printing solutions provider and systems integrator from 2007 to 2011 and as Executive Vice President, General
Counsel and Corporate IP Officer at Organon BioSciences, a global pharmaceutical, animal health and biotech group based in the Netherlands,
from 2006 until its sale in 2007. From 1999 to 2006, Ms. Schlaeppi was a partner at the Boston-based law firm of Palmer & Dodge LLP,
where she served as Chairperson of that firm’s International Practice Group. From 1995 to 1998 Ms. Schlaeppi served in senior positions
at Johnson Controls, Inc., a NYSE-listed diversified industrial company, including as General Counsel Europe. The Company believes that
Ms. Schlaeppi’s extensive experience in life sciences, as well as international business and corporate governance, qualify her to
serve on the Company’s Board of Directors.
In light of her prior experience with audit-, risk-
and governance-related matters, the Board also appointed Ms. Schlaeppi to the Company’s Audit Committee.
The Company entered into an indemnification agreement
with Ms. Schlaeppi in the form previously approved by the Board.
Item 9.01 — Financial Statements and Exhibits.
(d) Exhibits
The information included in Item 2.02 herein and in
Exhibit 99.1 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (“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 or the Exchange Act, except as expressly set forth by specific reference in such filing.
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, thereunto duly authorized.
|
|
|
|
|
|
|
Date: November 10,
2022 |
|
OpGen, Inc. |
|
|
|
|
|
|
By: |
|
/s/ Albert Weber |
|
|
|
|
Name: |
|
Albert
Weber |
|
|
|
|
Title: |
|
Chief
Financial Officer |
OpGen (NASDAQ:OPGN)
Historical Stock Chart
From Sep 2024 to Oct 2024
OpGen (NASDAQ:OPGN)
Historical Stock Chart
From Oct 2023 to Oct 2024