Assembly Biosciences Files 8-K with Corporate Updates

TL;DR

ASMB filed an 8-K, expect corporate updates soon.

AI Summary

Assembly Biosciences, Inc. filed an 8-K on December 12, 2024, reporting amendments to its Articles of Incorporation or Bylaws and filing financial statements and exhibits. The company, formerly known as Ventrus Biosciences Inc., is incorporated in Delaware and headquartered in South San Francisco, California.

Why It Matters

This filing indicates potential changes in the company's governance or financial structure, which could impact investors and stakeholders.

Risk Assessment

Risk Level: low — The filing is a routine corporate disclosure and does not appear to contain significant negative news.

Key Numbers

• 001-35005 — SEC File Number (Identifies the company's filing with the SEC)
• 20-8729264 — IRS Employer Identification No. (Company's tax identification number)

Key Players & Entities

• Assembly Biosciences, Inc. (company) — Registrant
• Ventrus Biosciences Inc. (company) — Former company name
• December 12, 2024 (date) — Date of earliest event reported
• Delaware (jurisdiction) — State of incorporation
• South San Francisco, California (location) — Principal executive offices

FAQ

From the Filing

0000950170-24-136183.txt : 20241213 0000950170-24-136183.hdr.sgml : 20241213 20241213160511 ACCESSION NUMBER: 0000950170-24-136183 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 12 CONFORMED PERIOD OF REPORT: 20241212 ITEM INFORMATION: Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20241213 DATE AS OF CHANGE: 20241213 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ASSEMBLY BIOSCIENCES, INC. CENTRAL INDEX KEY: 0001426800 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] ORGANIZATION NAME: 03 Life Sciences IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-35005 FILM NUMBER: 241548334 BUSINESS ADDRESS: STREET 1: TWO TOWER PLACE STREET 2: 7TH FLOOR CITY: SOUTH SAN FRANCISCO STATE: CA ZIP: 94080 BUSINESS PHONE: (833) 409-4583 MAIL ADDRESS: STREET 1: TWO TOWER PLACE STREET 2: 7TH FLOOR CITY: SOUTH SAN FRANCISCO STATE: CA ZIP: 94080 FORMER COMPANY: FORMER CONFORMED NAME: VENTRUS BIOSCIENCES INC DATE OF NAME CHANGE: 20080211 8-K 1 asmb-20241212.htm 8-K 8-K 0001426800 --12-31 false 0001426800 2024-12-12 2024-12-12     UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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): December 12, 2024 Assembly Biosciences, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-35005 20-8729264 (State or Other Jurisdiction of Incorporation) (Commission File Number) (IRS Employer Identification No.)       Two Tower Place , 7th Floor , South San Francisco , California 94080 (Address of Principal Executive Offices) (Zip Code) Registrant’s Telephone Number, Including Area Code: (833) 509-4583 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:   ☐ 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, par value $0.001   ASMB   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 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year. On December 12, 2024, the Board of Directors (the “Board”) of Assembly Biosciences, Inc. (the “Company”) approved an amendment and restatement of the Company’s Amended and Restated Bylaws (the “Amended Bylaws”), effective as of such date. Among other updates, the Amended Bylaws: • Update and expand the procedural and informational requirements for director nominations and other proposals submitted by stockholders under the Company’s “advance notice&#82