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): June 29, 2023

Nkarta, Inc.

(Exact name of Registrant as Specified in Its Charter)

Delaware	001-39370	47-4515206
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)
6000 Shoreline Court, Suite 102 South San Francisco, CA		94080
(Address of Principal Executive Offices)		(Zip Code)

Registrant’s Telephone Number, Including Area Code: (925) 407-1049

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 Stock, $0.0001 par value per share	NKTX	The Nasdaq Stock Market LLC (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.

On June 29, 2023, Nkarta, Inc.'s (the “Company”) Board of Directors (the “Board”) appointed Alyssa Levin as the Company’s Chief Financial and Business Officer and the principal financial and accounting officer, effective July 1, 2023.

Ms. Levin, age 38, has served as a strategic and financial consultant to the Company since April 2023. Ms. Levin formerly served as the Chief Financial Officer at ViaCyte, Inc. (acquired by Vertex Pharmaceuticals, Inc.), a privately held biopharmaceutical company, from January 2022 to December 2022. Prior to joining ViaCyte, Ms. Levin was Chief Financial Officer and Senior Vice President of Operations at Tentarix Biotherapeutics, Inc., a privately held biopharmaceutical company, from August 2020 to January 2022. Prior to joining Tentarix, Ms. Levin was Chief Financial Officer of Bird Rock Bio, Inc. from February 2019 to August 2020, where she also previously served as Vice President of Finance from February 2017 to February 2019. Ms. Levin began her career at PricewaterhouseCoopers in Vancouver Canada in September 2009. Ms. Levin holds a MPAcc from the University of Saskatchewan, a B.A. in Psychology and Economics from the University of British Columbia, and a post-diploma in Accounting from the University of British Columbia. She is also a Chartered Professional Accountant (Canada).

In connection with Ms. Levin's appointment as Chief Financial and Business Officer, the Compensation Committee of the Board approved an annual base salary of $450,000, a one-time sign on bonus of $20,000, and the grant to Ms. Levin on July 1, 2023 of a stock option to purchase 442,400 shares of the Company’s common stock. The per share exercise price of the option equals the closing price per share of the Company’s common stock on June 30, 2023. Twenty-five percent (25%) of the option is scheduled to vest and become exercisable on July 1, 2024. The remaining portion of the option is scheduled to vest and become exercisable in thirty-six (36) equal monthly installments occurring on the completion of each successive month of Ms. Levin's continued service to the Company following July 1, 2024. Ms. Levin will also be eligible to receive an annual incentive bonus, with a target bonus amount of 40% (expressed as a percentage of annual base salary).

The Company will enter into its standard indemnification agreement with Ms. Levin, the form of which was previously filed by the Company as Exhibit 10.1 to the Registration Statement on Form S-1/A (File No. 333-239301) initially filed by the Company with the Securities and Exchange Commission (the “SEC”) on July 2, 2020 and is incorporated herein by reference. The Company will also enter into its standard severance agreement with Ms. Levin, the form of which was previously filed by the Company as Exhibit 10.1 to the Registration Statement on Form 8-K (File No. 001-39370) initially filed by the Company with the SEC on January 13, 2021 and is incorporated herein by reference.

There are no arrangements or understandings between Ms. Levin and any other person pursuant to which Ms. Levin was appointed as Chief Financial and Business Officer and there are no family relationships between Ms. Levin and any director or executive officer of the Company, and she has no direct or indirect material interest in any transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K.

Item 7.01 Regulation FD Disclosure.

On July 5, 2023, the Company issued a press release announcing the appointment of Alyssa Levin as Chief Financial and Business Officer, which is discussed in more detail in Item 5.02 of this Current Report on Form 8-K. A copy of the press release is attached hereto as Exhibit 99.1 and incorporated by reference herein.

The information in Item 7.01 of this Current Report on Form 8-K (including Exhibit 99.1 and Exhibit 99.2) shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be, or be deemed, incorporated by reference in any filings under the Securities Act of 1933, as amended (the “Securities Act”), unless the Company specifically states that the information is to be considered “filed” under the Exchange Act or incorporates it by reference into a filing under the Securities Act or the Exchange Act.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit Number	Description
99.1	Press Release issued on July 5, 2023.
104	Cover Page Interactive Data File (embedded within the Inline XBRL document).

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.

	Nkarta, Inc.
Date: July 5, 2023	By:	/s/ Alicia Hager
		Alicia J. Hager, J.D., Ph.D.
		Chief Legal Officer

EX-99.1

Exhibit 99.1

 

Nkarta Appoints Alyssa Levin Chief Financial and Business Officer

SOUTH SAN FRANCISCO, Calif., July 5, 2023 -- Nkarta, Inc. (Nasdaq: NKTX), a biopharmaceutical company developing engineered natural killer (NK) cell therapies to treat cancer, today announced the appointment of Alyssa Levin as Chief Financial and Business Officer.

“Alyssa is a results-oriented leader with substantial financial and transaction experience, a proven track record of driving business transformation, and strong drug development knowledge that will be essential as we continue to advance our pipeline of groundbreaking NK cell therapies,” said Paul J. Hastings, President and CEO of Nkarta. “We are excited to have Alyssa join our leadership team and look forward to leveraging her expertise as we prioritize activities that support the acceleration of our two lead programs, NKX101 and NKX019, closely manage our cash resources, and augment our growth by managing current partnerships and assessing new ones.”

“It’s an honor to join a mission-driven company with the potential to deliver the next generation of transformative cell therapies that can meaningfully improve the lives of patients,” said Ms. Levin. “Nkarta has a bold vision and ambitious plans grounded in the advantages of NK cell biology and a proprietary technology platform. I’m excited to partner with the team at Nkarta to build a world class cell therapy development company.”

Ms. Levin joins Nkarta from Viacyte, a biotechnology company developing stem cell therapy for diabetes, where she oversaw financial strategy and planning as Chief Financial Officer and led the company’s successful merger with Vertex Pharmaceuticals in 2022. Previously Ms. Levin was Chief Financial Officer and Senior Vice President of Operations at Tentarix Biotherapeutics from 2020 to 2022, and Chief Financial Officer at Bird Rock Bio, Inc. from 2019 to 2020. Ms. Levin’s experience also includes financial roles at PricewaterhouseCoopers and The Siegfried Group where she advised clients on IPO and M&A processes. She began her career at PricewaterhouseCoopers in 2009. Immediately prior to her start as Chief Financial and Business Officer of Nkarta, Ms. Levin served as a consultant to the company. Ms. Levin received a B.A. in Psychology and Economics from the University of British Columbia, and a Masters in Professional Accounting from the Edwards School of Business at the University of Saskatchewan. She is also a Chartered Professional Accountant (Canada).

About Nkarta

Nkarta is a clinical-stage biotechnology company advancing the development of allogeneic, off-the-shelf natural killer (NK) cell therapies. By combining its cell expansion and cryopreservation platform with proprietary cell engineering technologies and CRISPR-based genome engineering capabilities, Nkarta is building a pipeline of future cell therapies engineered for deep anti-tumor

activity and intended for broad access in the outpatient treatment setting. For more information, please visit the company’s website at www.nkartatx.com.

Cautionary Note on Forward-Looking Statements

Statements contained in this press release regarding matters that are not historical facts are “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, as amended. Words such as "anticipates," "believes," "expects," "intends," “plans,” “potential,” "projects,” “would” and "future" or similar expressions are intended to identify forward-looking statements. Examples of these forward-looking statements include, but are not limited to, statements concerning Nkarta’s expectations regarding any or all of the following: Nkarta’s ability to advance its preclinical and clinical pipeline and accelerate its NKX101 and NKX019 programs; the potential promise and future success of Nkarta’s NK cell therapy candidates; Nkarta’s business plans, strategies, vision and potential; Nkarta’s future cash management, business development, and growth; and the potential impact of executive appointments made by Nkarta. Because such statements are subject to risks and uncertainties, actual results may differ materially from those expressed or implied by such forward-looking statements. These risks and uncertainties include, among others: Nkarta’s limited operating history and historical losses; Nkarta’s lack of any products approved for sale and its ability to achieve profitability; the risk that the results of preclinical studies and early-stage clinical trials may not be predictive of future results; Nkarta’s ability to raise additional funding to complete the development and any commercialization of its product candidates; Nkarta’s dependence on the clinical success of its two lead product candidates, NKX101 and NKX019; that Nkarta may be delayed in initiating, enrolling or completing any clinical trials; competition from third parties that are developing products for similar uses; Nkarta’s ability to obtain, maintain and protect its intellectual property; Nkarta’s dependence on third parties in connection with manufacturing, clinical trials and pre-clinical studies; the complexity of the manufacturing process for CAR NK cell therapies; the availability of components and supplies necessary for the conduct of our clinical trials; and risks relating to the impact on our business of the COVID-19 pandemic or similar public health crises.

These and other risks and uncertainties are described more fully in Nkarta’s filings with the Securities and Exchange Commission (“SEC”), including the “Risk Factors” section of Nkarta’s Quarterly Report on Form 10-Q for the quarter ended March 30, 2023, filed with the SEC on May 11, 2023, and Nkarta’s other documents subsequently filed with or furnished to the SEC. All forward-looking statements contained in this press release speak only as of the date on which they were made. Except to the extent required by law, Nkarta undertakes no obligation to update such statements to reflect events that occur or circumstances that exist after the date on which they were made.

Nkarta Media/Investor Contact:

Greg Mann

Nkarta, Inc.

gmann@nkartatx.com

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Document and Entity Information	Jun. 29, 2023
Cover [Abstract]
Document Type	8-K
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Document Period End Date	Jun. 29, 2023
Entity Registrant Name	Nkarta, Inc.
Entity Central Index Key	0001787400
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Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	47-4515206
Entity Address, Address Line One	6000 Shoreline Court
Entity Address, Address Line Two	Suite 102
Entity Address, City or Town	South San Francisco
Entity Address, State or Province	CA
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Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common Stock, $0.0001 par value per share
Trading Symbol	NKTX
Security Exchange Name	NASDAQ