8-K
false 0001689548 0001689548 2021-04-28 2021-04-28

 

 

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): April 28, 2021

 

 

PRAXIS PRECISION MEDICINES, INC.

(Exact name of registrant as specified in its charter)

 

 

 

Delaware   001-39620   47-5195942

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(I.R.S. Employer

Identification No.)

 

Praxis Precision Medicines, Inc.
One Broadway, 16th Floor
Cambridge, Massachusetts 02142
(Address of principal executive offices, including zip code)

(617) 300-8460

(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

 

Trade

Symbol(s)

 

Name of each exchange

on which registered

Common Stock, $0.0001 par value per share   PRAX   The 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 April 28, 2021, upon the recommendation of the Nominating and Corporate Governance Committee of the Board of Directors (the “Board”) of Praxis Precision Medicines, Inc. (the “Company”), the Board elected Merit Cudkowicz, M.D., to join the Board, effective April 28, 2021 (the “Effective Date”). Dr. Cudkowicz will serve as a Class II director until the 2022 annual meeting of stockholders or until her successor has been duly elected and qualified. The Board determined that Dr. Cudkowicz is independent under the listing standards of Nasdaq. Dr. Cudkowicz was also appointed to serve as chair of the Science and Technology Committee of the Board and as a member of the Compensation Committee of the Board.

In connection with her election to the Board, Dr. Cudkowicz will receive cash and an equity award for her Board service in accordance with the Company’s Non-Employee Director Compensation Policy. Dr. Cudkowicz is not a party to any transaction with the Company that would require disclosure under Item 404(a) of Regulation S-K, and there are no arrangements or understandings between Dr. Cudkowicz and any other persons pursuant to which she was selected as a director. In addition, Dr. Cudkowicz has entered into an indemnification agreement with the Company consistent with the form of indemnification agreement entered into between the Company and its existing non-employee directors.

On April 29, 2021, the Company issued a press release announcing Dr. Cudkowicz’s election to the Board and has attached a copy of such press release as Exhibit 99.1 hereto.

 

Item 9.01.

Financial Statements and Exhibits.

(d) Exhibits

 

Exhibit

    No.    

  

Description

99.1    Press Release, dated April 29, 2021
104    Cover page from this Current Report on Form 8-K, formatted in Inline XBRL


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.

 

  PRAXIS PRECISION MEDICINES, INC.
Date: April 29, 2021   By:  

/s/ Marcio Souza

    Marcio Souza
    Chief Executive Officer
EX-99.1

Exhibit 99.1

 

LOGO

Praxis Precision Medicines Adds Neurology Expertise to Board of Directors with Appointment of Merit

Cudkowicz, M.D.

CAMBRIDGE, Mass., Apr. 29, 2021 — Praxis Precision Medicines, Inc. (NASDAQ: PRAX), a clinical-stage biopharmaceutical company translating genetic insights into the development of therapies for central nervous system (CNS) disorders characterized by neuronal imbalance, today announced the appointment of Merit Cudkowicz, M.D., to its board of directors.

“We are thrilled to add Dr. Cudkowicz to the Praxis board of directors. As a world-renowned leader in neurology with a background in innovative, patient-guided clinical research, Dr. Cudkowicz will help drive us toward our goal of providing therapies to patients in need,” said Marcio Souza, president and chief executive officer of Praxis.

Dr. Cudkowicz is the chief of neurology at Mass General Hospital, director of the Sean M. Healey & AMG Center for ALS, and director and the Julieanne Dorn professor of neurology at Harvard Medical School. She has brought innovations to accelerate the development of treatments for people with neurological disorders such as ALS, including a leadership role in the first antisense oligonucleotide treatment for a neurological disorder. Dr. Cudkowicz is also the principal investigator of the Clinical Coordination Center for the National Institute of Neurological Disorders and Stroke’s Neurology Network of Excellence in Clinical Trials (NeuroNEXT).

“We feel privileged to welcome Dr. Cudkowicz to the board,” said Dean Mitchell, chairman of the Praxis board of directors. “Dr. Cudkowicz brings an impressive depth of experience in neurology research and clinical development ideally suited to help guide Praxis’ growing pipeline of novel CNS programs.”

“We are amid a renaissance of innovation in CNS therapies which is inspiring new hope among patients and their families,” said Dr. Cudkowicz. “By harnessing the latest research and leveraging deep industry and academic partnerships, we hope to achieve life-changing treatments for those living with CNS disorders and I’m very excited to be working with an organization that is striving to accomplish this mission.”

About Praxis

Praxis Precision Medicines is a clinical-stage biopharmaceutical company translating genetic insights into the development of therapies for central nervous system disorders (CNS) characterized by neuronal imbalance. Praxis is applying insights from genetic epilepsies to broader neurological and psychiatric disorders, using our understanding of shared biological targets and circuits in the brain. Praxis has established a broad portfolio, including multiple disclosed programs across CNS disorders including depression, epilepsy, movement disorders and pain syndromes, with three clinical-stage product candidates. For more information, please visit https://praxismedicines.com/ and follow us on LinkedIn and Twitter.

Investor Contact:

Alex Kane

Praxis Precision Medicines

investors@praxismedicines.com

617-300-8481


Media Contact:

Ian Stone

Canale Communications

Ian.stone@canalecomm.com

619-849-5388