8-K 1 dtil-8k_20210702.htm 8-K dtil-8k_20210702.htm





Washington, D.C. 20549





Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of report (Date of earliest event reported): July 2, 2021


Precision BioSciences, Inc.

(Exact name of registrant as specified in its charter)








(State or other jurisdiction

of incorporation)



File Number)


(IRS Employer

Identification No.)

302 East Pettigrew St., Suite A-100, Durham, North Carolina 27701

(Address of principal executive offices) (Zip Code)

(919) 314-5512

(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:



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 $0.000005 per share


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 5.02.

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.


As previously reported, on June 1, 2021, David Thomson, Ph.D., notified Precision BioSciences, Inc. (the “Company”) of his resignation as the Company’s Chief Operating Officer (“COO”), effective July 2, 2021.


In connection with Dr. Thomson’s resignation, on July 2, 2021, Dr. Thomson and the Company entered into a consulting agreement (the “Consulting Agreement”), pursuant to which Dr. Thomson is to provide consulting, advisory and related services to the Company for an hourly fee of $400 per hour, with the Company to provide, in any case, a minimum monthly payment equal to 20 hours of service, or $8,000. The term of the Consulting Agreement is from June 2, 2021 to October 2, 2021 unless earlier terminated by either party. The Consulting Agreement provides that Dr. Thompson’s stock options will continue to vest during the term of the Consulting Agreement, and Dr. Thomson will be entitled to a post-termination exercise period through January 2, 2022 to exercise any vested options.


Item 9.01.Financial Statements and Exhibits.










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.


















Date: July 8, 2021






/s/ Matthew Kane







Matthew Kane







Chief Executive Officer