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): July 26, 2024

Standard BioTools Inc.

(Exact Name of Registrant as Specified in Charter)

Delaware		001-34180		77-0513190
(State or Other Jurisdiction of Incorporation)		(Commission File Number)		(I.R.S. Employer Identification No.)

2 Tower Place, Suite 2000

South San Francisco, California 94080

(Address of Principal Executive Offices) (Zip Code)

(650) 266-6000

(Registrant’s Telephone Number, Including Area Code)

(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 (see General Instruction A.2. below):

¨	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, par value $0.001 per share	LAB	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.

Chief Financial Officer Resignation

On July 26, 2024, Jeffrey Black resigned as the Senior Vice President and Chief Financial Officer (serving as the principal financial and accounting officer) of Standard BioTools Inc. (the “Company”), effective as of August 31, 2024. Mr. Black’s resignation was not due to any disagreement with the Company on any matter relating to the Company’s operations, policies or practices, and was driven by his desire to accept an opportunity at another public company. The Company has initiated a search process to identify a permanent successor. Alex Kim, the Company’s Chief Operating Officer, will serve as Standard BioTools’ Interim Chief Financial Officer starting on September 1, 2024.

Interim Chief Financial Officer Appointment

On July 30, 2024, the Company’s Board of Directors appointed Alex Kim, the Company’s Chief Operating Officer, to serve as Interim Chief Financial Officer of the Company, starting on September 1, 2024, to succeed Mr. Black while the Company searches for a permanent Chief Financial Officer. Mr. Kim currently serves as the Company’s Chief Operating Officer, and biographical information for him can be found under the caption “Management and Corporate Governance – Executive Officers” in the Company’s Definitive Proxy Statement on Schedule 14A, filed with the Securities and Exchange Commission on May 21, 2024, and is incorporated herein by reference. There are no family relationships between Mr. Kim and any director or executive officer of the Company that are required to be disclosed pursuant to Item 401(d) of Regulation S-K, and there are no arrangements or understandings between Mr. Kim and any other persons pursuant to which Mr. Kim was appointed to serve as Interim Chief Financial Officer of the Company. There are no transactions between Mr. Kim and the Company that would be reportable under Item 404(a) of Regulation S-K. Mr. Kim will also continue to serve as the Company’s Chief Operating Officer.

A copy of the press release announcing Mr. Black’s resignation as Chief Financial Officer and Mr. Kim’s appointment as Interim Chief Financial Officer is attached hereto as Exhibit 99.1 and incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

99.1	Press release issued by Standard BioTools Inc., dated July 31, 2024.
104	Cover Page Interactive Data File (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.

Date: July 31, 2024	STANDARD BIOTOOLS INC.

	By:	/s/ Michael Egholm, Ph.D.
	Name:	Michael Egholm, Ph.D.
	Title:	President and Chief Executive Officer

Exhibit 99.1

Standard BioTools Announces Senior Leadership Changes

Alex Kim, Chief Operating Officer and Standard BioTools Co-Founder, to Serve as interim Chief Financial Officer Following Departure of Jeffrey Black on August 31, 2024

Industry Veteran Sean Mackay Named Chief Business Officer

SOUTH SAN FRANCISCO, Calif., July 31, 2024 -- Standard BioTools Inc. (“Standard BioTools” or the “Company”) (Nasdaq: LAB) today announced that Jeffrey Black, Chief Financial Officer, will resign from the Company, effective August 31, 2024, to accept an opportunity at another public company. Alex Kim, the Company’s Chief Operating Officer and co-founder of Standard BioTools, will serve as Standard BioTools’ interim Chief Financial Officer starting on September 1, 2024. The Company has initiated a search process to identify a permanent successor.

The Company also announced that Sean Mackay, who recently joined as the Company’s Chief Business Officer, will add product management, marketing and investor relations to his responsibilities. Mackay was the founding CEO of IsoPlexis and led the company through several rounds of funding, its IPO and and eventual exit.

Michael Egholm, President and Chief Executive Officer of Standard BioTools, said, “Alex has been a core member of our executive team since the formation of Standard BioTools. His leadership in developing our strategic plan makes him the ideal person to assume the interim CFO role. I am also very excited to welcome Sean to SBI – another addition to an incredibly strong team of seasoned operators with deep life science tools experience, all of whom are laser focused on executing our growth strategy.”

Egholm concluded, “I want to thank Jeff for his many contributions, including helping us build a strong finance function with key management talent that positions us well for the next phase of our transformation. We wish him all the best.”

Black stated, “I am very proud to have been a part of the Standard BioTools team and am confident that the Company is well positioned for continued success. Now is the right time for me personally to start this next chapter in my career. I remain a steadfast believer in Michael, the team, and the SBI vision.”

Second Quarter 2024 Financial Results

In a separate press release issued today, Standard BioTools issued its second quarter 2024 financial results. The webcast is scheduled to begin at 1:30 p.m. PT, 4:30 p.m. ET. Live audio of the webcast will be available online on the Investor Relations page of the Company’s website at Events & Presentations.

About Standard BioTools Inc.

Standard BioTools Inc. (Nasdaq:LAB), the parent company of SomaLogic Inc. and previously known as Fluidigm Corporation, has an established portfolio of essential, standardized next-generation technologies that help biomedical researchers develop medicines faster and better. As a leading solutions provider, the company provides reliable and repeatable insights in health and disease using its proprietary mass cytometry and microfluidics technologies, which help transform scientific discoveries into better patient outcomes. Standard BioTools works with leading academic, government, pharmaceutical, biotechnology, plant and animal research and clinical laboratories worldwide, focusing on the most pressing needs in translational and clinical research, including oncology, immunology and immunotherapy. Learn more at standardbio.com or connect with us on X, Facebook®, LinkedIn, and YouTube™.

For Research Use Only. Not for use in diagnostic procedures.

Limited Use Label License and other terms may apply: standardbio.com/legal/salesterms. Patent and License Information: standardbio.com/legal/notices.

Investor Contact:

David Holmes
Gilmartin Group LLC
(332) 330-1031
ir@standardbio.com

Cover	Jul. 26, 2024
Cover [Abstract]
Document Type	8-K
Amendment Flag	false
Document Period End Date	Jul. 26, 2024
Entity File Number	001-34180
Entity Registrant Name	Standard BioTools Inc.
Entity Central Index Key	0001162194
Entity Tax Identification Number	77-0513190
Entity Incorporation, State or Country Code	DE
Entity Address, Address Line One	2 Tower Place
Entity Address, Address Line Two	Suite 2000
Entity Address, City or Town	South San Francisco
Entity Address, State or Province	CA
Entity Address, Postal Zip Code	94080
City Area Code	650
Local Phone Number	266-6000
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common stock, par value $0.001 per share
Trading Symbol	LAB
Security Exchange Name	NASDAQ
Entity Emerging Growth Company	false