Form 8-K - Current report

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): May 16, 2024

ALIGN TECHNOLOGY, INC.

(Exact name of registrant as specified in its charter)

Delaware

000-32259

94-3267295

(State or other jurisdiction of incorporation)

(Commission File Number)

(IRS Employer Identification No.)

410 North Scottsdale Road, Suite 1300 Tempe, Arizona 85288

(Address of principal executive offices) (Zip Code)

(602) 742-2000

(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 exchange on which registered
Common stock, $0.0001 par value	ALGN	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 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

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 May 16, 2024, Emory Wright notified Align Technology, Inc. (the “Company”) that he will be retiring from the Company in 2026. Effective immediately and until his retirement, Mr. Wright will lead the development of the Company’s direct 3D printing capabilities and his position will be changed from Executive Vice President, Global Operations to Executive Vice President, Direct Fabrication Manufacturing Platform. A copy of the press release announcing Mr. Wright’s retirement is attached hereto as Exhibit 99.1.

Item 5.07 Submission of Matters to a Vote of Security Holders.

On May 22, 2024, the Company held its 2024 Annual Meeting of Stockholders (the “Annual Meeting”). The voting results for each item of business presented at the Annual Meeting, as certified by the Company’s inspector of elections, are set forth below:

Proposal 1: Election of the ten director nominees named below at the Annual Meeting, each to serve for a one-year term or until a successor is duly elected or appointed and qualified.


Name	For	Against	Abstain	Broker Non-Votes
C. Raymond Larkin, Jr.	58,114,208	5,899,323	456,895	3,453,321
Kevin Conroy	64,113,072	236,112	121,244	3,453,321
Kevin J. Dallas	63,187,829	1,161,170	121,431	3,453,321
Joseph M. Hogan	63,823,006	539,020	108,399	3,453,321
Joseph Lacob	51,555,348	12,805,504	109,576	3,453,321
George J. Morrow	55,402,556	8,958,619	109,252	3,453,321
Anne M. Myong	62,727,042	1,623,895	119,490	3,453,321
Mojdeh Poul	64,205,366	144,318	120,746	3,453,321
Andrea L. Saia	62,502,026	1,848,939	119,463	3,453,321
Susan E. Siegel	63,242,877	1,105,188	122,362	3,453,321

Proposal 2: Ratification of the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accountants for fiscal year 2024.


For	Against	Abstain
64,012,780	3,813,266	97,697

Proposal 3: An advisory (non-binding) vote to approve the compensation of the Company’s named executive officers.


For	Against	Abstain	Broker Non-Votes
53,891,874	9,888,534	690,014	3,453,321

Proposal 4: Replacement of all voting requirements in the Company’s charter and bylaws that call for greater than a simple majority vote with a simple majority vote.


For	Against	Abstain	Broker Non-Votes
55,790,283	8,557,627	122,512	3,453,321

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits


Exhibit No.			Description
99.1			Press Release of Align Technology, Inc. Announcing Appointment of Emory Wright, EVP Direct Fabrication Manufacturing Platform to Build the Company's Next Generation Manufacturing Operations - Wright Plans to Retire in 2026
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.


						ALIGN TECHNOLOGY, INC.

			By:			/s/ Julie Coletti
						Julie Coletti Executive Vice President, Chief Legal and Regulatory Officer

Date: May 22, 2024

Ex 99.1


Align Technology			Zeno Group
Madelyn Valente			Sarah Johnson
(909) 833-5839			(828) 551-4201
mvalente@aligntech.com			sarah.johnson@zenogroup.com

ALIGN TECHNOLOGY APPOINTS EMORY WRIGHT, EVP DIRECT FABRICATION MANUFACTURING PLATFORM TO BUILD THE COMPANY’S NEXT GENERATION MANUFACTURING OPERATIONS -- WRIGHT PLANS TO RETIRE IN 2026

TEMPE, Ariz., SAN JOSE, Calif., May 22, 2024 -- Align Technology, Inc. (Nasdaq: ALGN), a leading global medical device company that designs, manufactures, and sells the Invisalign® system of clear aligners, iTero™ intraoral scanners, and exocad™ CAD/CAM software for digital orthodontics and restorative dentistry, today announced it has appointed Emory Wright, executive vice president, direct fabrication manufacturing platform, effective immediately. Mr. Wright will transition his current responsibilities for global operations, including treatment planning, and focus on scaling Align’s next generation direct fabrication manufacturing platform, working in close collaboration with Srini Kaza, who was promoted to executive vice president, research and development. Dr. Mitra Derakhshan, senior vice president, global clinical will assume responsibility for global treatment planning in the newly created role of executive vice president, chief clinical officer, global treatment planning and clinical services. Jitse Marree, vice president, global aligner manufacturing will continue to lead global clear aligner manufacturing operations and assume responsibility for Mr. Wright’s remaining global operations functions.

Following today’s announcement, Joe Hogan, Align Technology president and CEO provided the following comments:

“Emory has had an enormous impact on Align and the orthodontic industry as a whole and I am thrilled he will continue to provide his extensive knowledge and experience to help us accelerate our plans and further extend our leadership in 3D printing. Until his retirement in 2026, Emory will take on a new role and in addition to helping with the transition of his existing duties, he will lead the development of our direct 3D printing capabilities and focus on building a world-class direct fabrication operation that can scale to support the global demand for our next generation products and services —including the Invisalign Palatal Expander and future orthodontic and dental appliances.”

“Srini just crossed his 25th anniversary with Align and he is one of the most revered innovators of clear aligner therapy in the world —and his contributions to the most advanced clear aligner system in the world, the Invisalign system, are unprecedented. With our recent acquisition of Cubicure, Srini and his team are now pioneering the next generation of 3D printing technologies that will radically change clear aligner therapy in the future. I am pleased to have Srini continue to lead our next phase of innovation working closely with Emory in his new role, and I want to congratulate Srini on his promotion to executive vice president, research & development.”

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Ex 99.1

“I am excited that Mitra will create an end-to-end global treatment planning and clinical services organization by combining both of our world-class teams: Global Treat Operations and Global Clinical. Mitra has been with Align for over 23 years and has tremendous experience and insights into the Invisalign system, our product portfolio, treatment planning protocols, and clinical software advancements. She holds more than 55 granted patents, as well as 35 pending patent applications covering appliances and devices, treatment planning, attachments and features, treatment decisions, and digital workflows. Mitra and our clinical team have played a pivotal role in developing our products and software validation as well as driving adoption of the Invisalign system through our clinical education, digital education, new doctor onboarding and growth programs as well as research programs and evidence activities. Combining their expertise with the operational and clinical competencies developed in our Treat Operations over the years, will create a new global organization with the critical capabilities needed to drive increased confidence and adoption of Invisalign system globally.”

“I am pleased to have Jitse expand his existing position as vice president, global aligner manufacturing operations to include our global clear aligner operations, reporting directly to me. Over the past seven years Jitse has been responsible for building out and leading both treatment planning and aligner fabrication operations in the EMEA region, and more recently across our global aligner manufacturing operations. With more than 20 years of experience working in the medical device, healthcare, and food industries in various positions in manufacturing, supply chain, logistics, and customer experience, I am confident that Jitse will bring his extensive knowledge and experience, and best practices to further extend our world-class global operational leadership.”

About Align Technology, Inc.

Align Technology designs and manufactures the Invisalign® system, the most advanced clear aligner system in the world, iTero™ intraoral scanners and services, and exocad™ CAD/CAM software. These technology building blocks enable enhanced digital orthodontic and restorative workflows to improve patient outcomes and practice efficiencies for over 261 thousand doctor customers and are key to accessing Align’s 600 million consumer market opportunity worldwide. Over the past 27 years, Align has helped doctors treat over 17.6 million patients with the Invisalign System and is driving the evolution in digital dentistry through the Align Digital Platform™, our integrated suite of unique, proprietary technologies and services delivered as a seamless, end-to-end solution for patients and consumers, orthodontists and GP dentists, and lab/partners. Visit www.aligntech.com for more information.

For additional information about the Invisalign system or to find an Invisalign doctor in your area, please visit www.invisalign.com. For additional information about the iTero digital scanning system, please visit www.itero.com. For additional information about exocad dental CAD/CAM offerings and a list of exocad reseller partners, please visit www.exocad.com.

Invisalign, iTero, exocad, Align, Align Digital Platform and iTero Lumina are trademarks of Align Technology, Inc.

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Ex 99.1

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Cover	May 16, 2024
Cover [Abstract]
Document Type	8-K
Document Period End Date	May 16, 2024
Entity Registrant Name	ALIGN TECHNOLOGY, INC.
Entity Incorporation, State or Country Code	DE
Entity File Number	000-32259
Entity Tax Identification Number	94-3267295
Entity Address, Address Line One	410 North Scottsdale Road, Suite 1300
Entity Address, City or Town	Tempe
Entity Address, State or Province	AZ
Entity Address, Postal Zip Code	85288
City Area Code	602
Local Phone Number	742-2000
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common stock, $0.0001 par value
Trading Symbol	ALGN
Security Exchange Name	NASDAQ
Entity Emerging Growth Company	false
Entity Central Index Key	0001097149
Amendment Flag	false