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Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
Appointment of Dr. Melissa Starovasnik to the Board of Directors
On August 5, 2021, the Board of Directors (the “Board”) of Twist Bioscience Corporation (the “Company”) elected Dr. Melissa Starovasnik to the Board, effective immediately. Dr. Starovasnik will serve as a Class I director until her term expires at the Company’s 2022 Annual Meeting and, if elected at the Annual Meeting, until her successor has been duly elected and qualified. The Board has not yet appointed Dr. Starovasnik to any Board committee.
In connection with her service as a director, Dr. Starovasnik will receive the Company’s standard non-employee director cash and equity compensation. Dr. Starovasnik will receive a pro rata portion of the $40,000 annual cash retainer for her service and equity awards having an aggregate grant date fair value of $340,000, which will be granted 1/2 in the form of options to purchase shares of common stock and 1/2 in the form of restricted stock units (the “Initial Equity Awards”). One-third of the shares subject to each such Initial Equity Award will vest on each anniversary of the date of grant, subject to her continued service through each vesting date. In addition, pursuant to the current director compensation policy approved by the Board, Dr. Starovasnik will also be eligible to receive an annual grant of restricted stock units under the Company’s 2018 Equity Incentive Plan with a grant date value equal to $185,000 at the next annual meeting of stockholders.
There are no arrangements or understandings between Dr. Starovasnik and any other persons pursuant to which she was selected as a director. Dr. Starovasnik has no family relationships with any of the Company’s directors or executive officers and she has not been involved in any transactions that require disclosure pursuant to Item 404(a) of Regulation S-K.
On August 6, 2021, the Company issued a press release announcing the appointment of Dr. Starovasnik to the Board, a copy of which is attached as Exhibit 99.1 to this Current Report on Form 8-K.
Appointment of Kevin Yankton as Principal Accounting Officer
On August 5, 2021, Board appointed Kevin Yankton, the Company’s Chief Accounting Officer, as principal accounting officer, effective August 5, 2021. James Thorburn, the Company’s Chief Financial Officer, previously served as principal accounting officer and will continue to serve as Chief Financial Officer and principal financial officer.
Mr. Yankton, age 55, served as Chief Accounting Officer of Varex Imaging Corporation (“Varex”) and led Varex’s establishment as a stand-alone public company. Prior joining Varex in 2017, Mr. Yankton Kevin was Vice President of Global Business Services and Assistant Corporate Controller for Verifone, Inc. from July 2013 to October 2016. Before Verifone, he held finance roles with increasing levels of responsibility at Silicon Image, Inc., Cisco Systems, Inc., and The Gap, Inc. He held various finance roles at Applied Materials, Inc., within the corporate, regional headquarters and business units. Mr. Yankton started his career with PricewaterhouseCoopers LLP’s San Jose office. He earned an MBA from Boston University and a BA in Business Economics graduated from the University of California, Santa Barbara, and is a California Certified Public Accountant, Certified Internal Auditor, and Chartered Global Management Accountant.
There are no family relationships between Mr. Yankton and any of the Company’s directors or executive officers and he has no direct or indirect material interest in any transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K.
Item 9.01 Financial Statements and Exhibits.
|99.1||Press release dated August 6, 2021 titled “Twist Bioscience Appoints Drug Discovery Leader Melissa Starovasnik, Ph.D., to Board of Directors.”|
|104||Cover Page Interactive Data File (embedded within the Inline XBRL document).|
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: August 9, 2021||Twist Bioscience Corporation|
|/s/ William E. Solis|
|William E. Solis|
|Senior Director, Corporate Counsel and Assistant Secretary|
Twist Bioscience Appoints Drug Discovery Leader Melissa Starovasnik, Ph.D., to Board of Directors
SOUTH SAN FRANCISCO, Calif. – August 6, 2021 – Twist Bioscience Corporation (NASDAQ: TWST), a company enabling customers to succeed through its offering of high-quality synthetic DNA using its silicon platform, today announced it appointed Melissa Starovasnik, Ph.D. to its board of directors. Dr. Starovasnik most recently served as Senior Scientific Advisor, Research at Genentech, Inc. and brings nearly three decades of experience in protein and antibody drug discovery and development.
“Melissa’s extensive leadership and scientific experience will be valuable to Twist as we leverage our DNA platform to support our broad base of customers across the synthetic biology and biopharmaceutical industries,” said Emily M. Leproust, Ph.D., CEO and co-founder of Twist Bioscience. “Her specific expertise in protein therapeutics as well as small molecule drug discovery and development will allow her to provide strategic guidance as we continue to expand our biopharma business and maximize the value of our portfolio of high value antibodies.”
Dr. Starovasnik spent nearly three decades at Genentech in roles of increasing responsibility and was an integral member of the research leadership team. As vice president, protein sciences and head of large molecule drug discovery from 2011 to 2017, she was responsible for protein and antibody therapeutics discovery, overseeing an organization of nearly 200 employees. In this role, she led a major organizational transformation in the way Genentech discovers protein therapeutics to improve its competitive position, while overseeing the discovery and optimization of more than 20 protein therapeutic candidates. Prior to that, as vice president, research operations, she coordinated all operational activities for the more than1300-member research organization, while also leading the structural biology department, and was the first woman to hold a vice president title in the research organization. Most recently, as senior scientific advisor, research, she has focused on mentoring scientists and leaders, advancing diversity and inclusion, and evolving Genentech’s informatics infrastructure in support of large molecule discovery. Dr. Starovasnik earned a B.S. in Chemistry and a Ph.D. in Biochemistry from the University of Washington, and throughout her career has contributed to over 70 scientific publications and patent applications.
“With its silicon platform, Twist has revolutionized the use of synthetic DNA to facilitate and accelerate scientific advancements across a number of industries. It is an exciting time as Twist’s proprietary technologies have been shown to enable rapid and successful antibody discovery against even the toughest targets. I look forward to working with the Twist leadership team and my fellow board members as the company seeks to further expand and capitalize on their biopharma business, in addition to extending its overall leadership position in synthetic DNA-based technologies,” said Dr. Starovasnik.
About Twist Bioscience Corporation
Twist Bioscience is a leading and rapidly growing synthetic biology and genomics company that has developed a disruptive DNA synthesis platform to industrialize the engineering of biology. The core of the platform is a proprietary technology that pioneers a new method of manufacturing synthetic DNA by “writing” DNA on a silicon chip. Twist is leveraging its unique technology to manufacture a broad range of synthetic DNA-based products, including synthetic genes, tools for next-generation sequencing (NGS) preparation, and antibody libraries for drug discovery and development. Twist is also pursuing longer-term opportunities in digital data storage in DNA and biologics drug discovery. Twist makes products for use across many industries including healthcare, industrial chemicals, agriculture and academic research.
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