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): February 9, 2021

Zymeworks Inc.

(Exact name of registrant as specified in its charter)

British Columbia, Canada	001-38068	98-1398788
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

Suite 540, 1385 West 8th Avenue, Vancouver, British Columbia, Canada	V6H 3V9
(Address of principal executive offices)	(Zip Code)

(604) 678-1388

(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:

☐ 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 Shares, no par value per share	ZYME	New York Stock Exchange

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 7.01 REGULATION FD DISCLOSURE

On February 9, 2021, Zymeworks Inc. (the “Company”) issued a press release announcing that James Priour, former Senior Vice President, Commercial, has been promoted to Chief Commercial Officer and named to the Company’s Executive Committee. The Commercial team also recently expanded its leadership with the addition of Manny Duenas as Vice President, Global Value & Access. The Company also announced that John Babcook, former head of Discovery Research, will move into a newly created Distinguished Fellow role. Senior Vice President of Research Guowei Fang, Ph.D. will take on leadership of Discovery Research.

On February 9, 2021, the Company filed this press release with the Canadian securities regulatory authorities in Canada on the System for Electronic Document Analysis and Retrieval (“SEDAR”) at www.sedar.com. A copy of this press release is attached as Exhibit 99.1 hereto.

The information provided under this Item (including Exhibit 99.1, attached hereto) shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “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, as amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing.

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS

(d) Exhibits

Exhibit     No.	Description
99.1	Press Release dated February 9, 2021.
104	Cover Page Interactive Data File (embedded as Inline XBRL document).

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

	ZYMEWORKS INC.
	(Registrant)
Date: February 9, 2021	By:	/s/ Neil A. Klompas
	Name: Title:	Neil A. Klompas Executive Vice President, Business Operations and Chief Financial Officer

EX-99.1

Exhibit 99.1

Zymeworks Expands Commercial Team and Creates New R&D Role

• James Priour promoted to Chief Commercial Officer, added to Zymeworks’ Executive Committee

• John Babcook recognized as Distinguished Fellow

Vancouver, British Columbia (February 9, 2021) – Zymeworks Inc. (NYSE: ZYME), a clinical-stage biopharmaceutical company developing multifunctional biotherapeutics, today announced that James Priour, former Senior Vice President, Commercial, has been promoted to Chief Commercial Officer and named to the Company’s Executive Committee. The Commercial team also recently expanded its leadership with the addition of Manny Duenas as Vice President, Global Value & Access. Zymeworks also announced that John Babcook, former head of Discovery Research, will move into a newly created Distinguished Fellow role. Senior Vice President of Research Guowei Fang, Ph.D. will take on leadership of Discovery Research.

“James’ promotion to Chief Commercial Officer goes hand-in-hand with the success of our lead clinical candidate, zanidatamab, and its progression toward potential commercialization,” said Ali Tehrani, Ph.D., President and CEO at Zymeworks. “Zymeworks’ commercial organization is growing under James’ leadership and is focused on achieving rapid and broad access to our potential medicines for patients around the world who need them.”

Zymeworks is also recognizing the tremendous career accomplishments and future ambitions of John Babcook through the creation of a new position: Distinguished Fellow. In this role John will expand his efforts as a scientific liaison for Zymeworks, leveraging his wide-ranging network to identify new opportunities for the Company. John holds 14 patents and is the recipient of LifeSciences British Columbia’s Innovation and Achievement Award and the Dr. Don Rix Award for Lifetime Achievement.

“John’s illustrious career spans over 25 years and has been characterized by his commitment to making the world a better place through science,” said Tony Polverino, EVP, Early Development and Chief Scientific Officer at Zymeworks. “John has tenaciously worked on innovative approaches to identify, characterize and develop antibody-based therapies that have the potential to transform patients’ lives. His broad experience in drug discovery and development will enable him to identify early-stage scientific concepts that could lead to important therapeutic breakthroughs for patients.”

About Zymeworks Inc.

Zymeworks is a clinical-stage biopharmaceutical company dedicated to the development of next-generation multifunctional biotherapeutics. Zymeworks’ suite of therapeutic platforms and its fully integrated drug development engine enable precise engineering of highly differentiated product candidates. Zymeworks’ lead clinical candidate, zanidatamab (ZW25), is a novel Azymetric^™ bispecific antibody which has been granted Breakthrough Therapy designation by the FDA and is currently enrolling in a pivotal clinical trial for refractory HER2-amplified biliary tract cancer (HERIZON-BTC-01) as well as several Phase 2 clinical trials for HER2-expressing

gastroesophageal and breast cancers. Zymeworks’ second clinical candidate, ZW49, is a novel bispecific HER2-targeting antibody-drug conjugate currently in Phase 1 clinical development and combines the unique design and antibody framework of zanidatamab with Zymeworks’ proprietary ZymeLink^™ linker and cytotoxin. Zymeworks is also advancing a deep preclinical pipeline in oncology (including immuno-oncology agents) and other therapeutic areas. In addition, its therapeutic platforms are being leveraged through strategic partnerships with nine biopharmaceutical companies. For additional information about Zymeworks, visit www.zymeworks.com and follow @ZymeworksInc on Twitter.

Zymeworks Cautionary Note Regarding Zymeworks’ Forward-Looking Statements

This press release includes “forward-looking statements” within the meaning of the U.S. Private Securities Litigation Reform Act of 1995 and “forward-looking information” within the meaning of Canadian securities laws, or collectively, forward-looking statements. Forward-looking statements in this news release include statements that relate to Zymeworks’ expectations regarding the progression of zanidatamab towards potential commercialization, growth of its commercial organization, Mr. Babcook’s identification of new opportunities for Zymeworks, and other information that is not historical information. When used herein, words and phrases such as “will”, “believe”, “potential to”, and similar expressions are intended to identify forward-looking statements. In addition, any statements or information that refer to expectations, beliefs, plans, projections, objectives, performance, or other characterizations of future events or circumstances, including any underlying assumptions, are forward-looking. All forward-looking statements are based upon Zymeworks’ current expectations and various assumptions, including assumptions regarding the efficacy of zanidatamab, ZW49, and Zymeworks’ therapeutic platforms, and Zymeworks’ ability to maintain its partnership arrangements. Zymeworks believes there is a reasonable basis for its expectations and beliefs, but they are inherently uncertain. Zymeworks may not realize its expectations, and its beliefs may not prove correct. Actual results could differ materially from those described or implied by such forward-looking statements as a result of various factors, including, without limitation, market conditions and the factors described under “Risk Factors” in Zymeworks’ Quarterly Report on Form 10-Q for its fiscal quarter ended September 30, 2020 (a copy of which may be obtained at www.sec.gov and at www.sedar.com). Consequently, forward-looking statements should be regarded solely as Zymeworks’ current plans, estimates, and beliefs. You should not place undue reliance on forward-looking statements. Zymeworks cannot guarantee future results, events, levels of activity, performance, or achievements. Zymeworks does not undertake and specifically declines any obligation to update, republish, or revise any forward-looking statements to reflect new information, future events, or circumstances, or to reflect the occurrences of unanticipated events, except as may be required by law.

Contacts:

Investor Inquiries:

Ryan Dercho, Ph.D.

(604) 678-1388

ir@zymeworks.com

Tiffany Tolmie

(604) 678-1388

ir@zymeworks.com

Media Inquiries:

Mary Klem

(604) 678-1388

media@zymeworks.com

XML

Document and Entity Information	Feb. 09, 2021
Cover [Abstract]
Amendment Flag	false
Entity Central Index Key	0001403752
Document Type	8-K
Document Period End Date	Feb. 09, 2021
Entity Registrant Name	Zymeworks Inc.
Entity Incorporation State Country Code	A1
Entity File Number	001-38068
Entity Tax Identification Number	98-1398788
Entity Address, Address Line One	Suite 540
Entity Address, Address Line Two	1385 West 8th Avenue
Entity Address, City or Town	Vancouver
Entity Address, State or Province	BC
Entity Address, Country	CA
Entity Address, Postal Zip Code	V6H 3V9
City Area Code	(604)
Local Phone Number	678-1388
Written Communications	false
Soliciting Material	false
Pre Commencement Tender Offer	false
Pre Commencement Issuer Tender Offer	false
Security 12b Title	Common Shares, no par value per share
Trading Symbol	ZYME
Security Exchange Name	NYSE
Entity Emerging Growth Company	false