UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
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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 (see General Instructions A.2. below):
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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 October 26, 2022, the board of directors (the “Board”) of Personalis, Inc. (the “Company”) approved and adopted the amendment and restatement of the Company’s bylaws (as amended and restated, the “Bylaws”), effective as of the date of such approval.
The Bylaws amended and restated the Company’s prior bylaws to address the universal proxy rules recently adopted by the Securities and Exchange Commission, to conform certain matters to the General Corporation Law of the State of Delaware (as amended in August 2022, the “DGCL”) and implement other administrative, modernizing, clarifying or conforming changes, including, the following changes:
The foregoing summary is qualified in its entirety by reference to the text of Bylaws, which are filed as Exhibit 3.1 to this report.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
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3.1 |
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Amended and Restated Bylaws of Personalis, Inc., adopted October 26, 2022. |
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104 |
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Cover Page Interactive Data File (formatted as Inline XBRL). |
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 thereunto duly authorized.
Date: October 31, 2022 |
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Personalis, Inc. |
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By: |
/s/ Aaron Tachibana |
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Aaron Tachibana |
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Chief Financial Officer |