Sangamo Therapeutics Announces Corporate Changes

Ticker: SGMO · Form: 8-K · Filed: Jun 5, 2024 · CIK: 1001233

Sangamo Therapeutics, Inc 8-K Filing Summary
FieldDetail
CompanySangamo Therapeutics, Inc (SGMO)
Form Type8-K
Filed DateJun 5, 2024
Risk Levelmedium
Pages4
Reading Time5 min
Key Dollar Amounts$0.01
Sentimentneutral

Sentiment: neutral

Topics: corporate-governance, management-change, filing-update

Related Tickers: SGMO

TL;DR

Sangamo Therapeutics is shaking up its board and exec team, filing a bunch of docs with the SEC.

AI Summary

Sangamo Therapeutics, Inc. announced on June 4, 2024, a series of corporate actions including the election of new directors, changes in officer roles, and the adoption of new compensatory arrangements. The company also filed amendments to its articles of incorporation and bylaws, and submitted matters to a vote of security holders. These events are detailed in their Form 8-K filing.

Why It Matters

These changes in leadership and governance structure can signal shifts in company strategy and operational focus, potentially impacting future performance and investor confidence.

Risk Assessment

Risk Level: medium — Changes in board composition and officer roles, along with amendments to governing documents, can introduce uncertainty regarding future strategic direction and operational execution.

Key Players & Entities

  • Sangamo Therapeutics, Inc. (company) — Registrant
  • June 4, 2024 (date) — Date of earliest event reported
  • Delaware (jurisdiction) — State of incorporation
  • 501 Canal Blvd. (address) — Business and mailing address
  • Richmond (city) — Business and mailing city
  • CA (state) — Business and mailing state
  • 94084 (zip_code) — Business and mailing zip code

FAQ

What specific changes were made to Sangamo Therapeutics' board of directors?

The filing indicates the election of directors as an item of report, but the specific names and number of newly elected directors are not detailed in the provided text.

Were there any changes in the executive officer positions at Sangamo Therapeutics?

Yes, the filing lists 'Appointment of Certain Officers' as an item of report, suggesting changes in executive roles.

What is the significance of the amendments to Sangamo Therapeutics' articles of incorporation and bylaws?

These amendments, along with the submission of matters to a vote of security holders, suggest potential changes in the company's corporate governance or operational framework.

When was the earliest event reported in this Form 8-K filing?

The earliest event reported is dated June 4, 2024.

What is Sangamo Therapeutics' primary business sector?

Sangamo Therapeutics, Inc. is in the 'BIOLOGICAL PRODUCTS (NO DIAGNOSTIC SUBSTANCES)' sector, with SIC code 2836.

Filing Stats: 1,241 words · 5 min read · ~4 pages · Grade level 10.3 · Accepted 2024-06-05 17:10:53

Key Financial Figures

  • $0.01 — ange on which registered Common Stock, $0.01 par value per share SGMO Nasdaq Global

Filing Documents

03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year

Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year. On June 4, 2024, the Company filed with the Secretary of State of the State of Delaware an amendment to the Company's Restated Certificate of Incorporation to increase the total number of authorized shares of common stock from 640,000,000 shares to 960,000,000 shares (the "Common Increase Amendment"). The Common Increase Amendment became effective upon filing. A detailed discussion of the Common Increase Amendment is set forth in the Proxy Statement, and the votes with respect to the proposal to approve the Common Increase Amendment at the Annual Meeting are set forth in Item 5.07 below. This summary and the foregoing description is qualified in its entirety by reference to the full text of the Common Increase Amendment, which is filed as Exhibit 3.1 hereto and incorporated herein by reference.

07 Submission of Matters to a Vote of Security Holders

Item 5.07 Submission of Matters to a Vote of Security Holders. At the Annual Meeting, the following proposals were voted upon by the Company's stockholders: (i) the election of the nine nominees for director listed in the Proxy Statement to serve on the Board until the next annual meeting of stockholders to be held in 2025 or until their successors are duly elected and qualified; (ii) the approval, on an advisory basis, of the compensation of the Company's named executive officers as disclosed in the Proxy Statement; (iii) the approval of the Amended 2018 Plan; (iv) the approval of the Common Increase Amendment; and (v) the ratification of the appointment by the Audit Committee of the Board of Ernst & Young LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2024. The following sets forth the votes cast with respect to each matter, the number of abstentions with respect to each matter, and if applicable, the number of broker non-votes with respect to each matter. Proposal 1: Election of Directors: Each of the nominees for director listed in the Proxy Statement was elected by the votes set forth below: Name of Director For Against Abstain Broker Non-Votes Courtney Beers, PhD. 104,443,777 11,180,653 1,666,912 38,717,741 Robert F. Carey 109,721,890 5,869,313 1,700,139 38,717,741 Kenneth J. Hillan, M.B. 104,440,267 11,196,089 1,654,986 38,717,741 Margaret A. Horn, J.D. 108,722,555 6,881,692 1,687,095 38,717,741 Alexander D. Macrae, M.B., Ch.B., Ph.D. 102,677,999 13,424,026 1,189,317 38,717,741 John H. Markels, Ph.D. 102,086,569 13,568,224 1,636,549 38,717,741 James R. Meyers 103,985,480 11,583,362 1,722,500 38,717,741 H. Stewart Parker 91,662,087 23,918,287 1,710,968 38,717,741 Karen L. Smith, M.D., Ph.D., M.B.A., L.L.M. 104,262,373 11,342,802 1,686,167 38,717,741 Proposal 2: Approval, on an Advisory Basis, of the Compensation of the Named Executive Officers as Disclosed in the Proxy Statemen

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits. (d) Exhibits . Exhibit No. Description 3.1 Certificate of Amendment of the Restated Certificate of Incorporation of Sangamo Therapeutics, Inc. 10.1 Amended and Restated 2018 Equity Incentive Plan of Sangamo Therapeutics, Inc. 104 Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

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. SANGAMO THERAPEUTICS, INC. Dated: June 5, 2024 By: /s/ SCOTT B. WILLOUGHBY Name: Scott B. Willoughby Title: Senior Vice President, General Counsel and Corporate Secretary

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