8-K 1 d694654d8k.htm 8-K 8-K

 

 

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): January 23, 2019

 

 

Vaccinex, Inc.

(Exact name of Registrant as specified in its charter)

 

 

 

Delaware

 

001-38624

  

16-1603202

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

  

(IRS Employer

Identification No.)

 

1895 Mount Hope Avenue, Rochester, New York    14620
(Address of principal executive offices)    (Zip Code)

Registrant’s telephone number, including area code: (585) 271-2700

N/A

(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))

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 8.01. Other Events.

On January 23, 2019, FCMI Parent Co. (“FCMI”), a company controlled by our Chairman, Albert D. Friedberg, and a majority stockholder of Vaccinex, Inc. (the “Company”), entered into a binding, pre-arranged stock purchase plan (the “10b5-1 Plan”). Pursuant to the 10b5-1 Plan, FCMI may purchase, without further direction from FCMI, shares of the Company’s common stock on a periodic basis subject to the terms of the 10b5-1 Plan. The 10b5-1 Plan was designed to comply with Rule 10b5-1 under the Securities Exchange Act of 1934, as amended, and the Company’s Trading Compliance Policy.

Transactions made pursuant to the 10b5-1 Plan will be disclosed publicly in accordance with applicable securities laws, rules and regulations through appropriate filings with the Securities and Exchange Commission.


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.

 

    Vaccinex, Inc.
Date: January 24, 2019     By:   /s/ Scott E. Royer
      Scott E. Royer
      Chief Financial Officer