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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| Item 7.01 | Regulation FD. |
Attached to this report on Form 8-K as Exhibit 99.1 is a copy of the press release dated September 14, 2023 titled “Axcella Announces Reverse Stock Split” whereby Axcella Health Inc. (the “Company”) announced that its Board of Directors has approved a 1-for-25 reverse stock split (the “Reverse Stock Split”) of the Company’s common stock. The Reverse Stock Split will become effective at 5:00 p.m. Eastern Time on September 18, 2023, after close of trading on The Nasdaq Global Market. The Company’s common stock is expected to commence trading on a split-adjusted basis when the markets open on September 19, 2023 under the existing trading symbol “AXLA.”
Forward Looking Statements
This Current Report on Form 8-K contains forward-looking statements, including within the meaning of the Private Securities Litigation Reform Act of 1995. All statements contained in this Current Report on Form 8-K that do not relate to matters of historical fact should be considered forward-looking statements, including, without limitation, statements regarding the Reverse Stock Split and related timing. These forward-looking statements are based on management’s current expectations. These statements are neither promises nor guarantees, but involve known and unknown risks, uncertainties and other important factors that may cause our actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements, including, but not limited to, the important factors discussed under the caption “Risk Factors” in our Annual Report on Form 10-K for the fiscal year ended December 31, 2022, Quarterly Report on Form 10-Q for the three months ended June 30, 2023, and our other reports filed with the U.S. Securities and Exchange Commission. Any such forward-looking statements represent management’s estimates as of the date of this Current Report on Form 8-K. While we may elect to update such forward-looking statements at some point in the future, except as required by law, we disclaim any obligation to do so, even if subsequent events cause our views to change. These forward-looking statements should not be relied upon as representing our views as of any date subsequent to the date of this Current Report on Form 8-K.
| Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits.
| Exhibit Number |
Description | |
| 99.1 | Press Release titled “Axcella Announces Reverse Stock Split”, dated September 14, 2023 | |
| 104 | Cover Page Interactive Data (embedded within the Inline XBRL document) |
SIGNATURE
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.
| Axcella Health Inc. | ||
| Date: September 14, 2023 | By: | /s/ William R. Hinshaw, Jr. |
| Name: | /s/ William R. Hinshaw, Jr. | |
| Title: | President, Chief Executive Officer and Director |