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: January 13, 2016
(Date of earliest event reported)
Arcadia Biosciences, Inc.
(Exact name of registrant as specified in its charter)
| Delaware | 001-37383 | 81-0571538 | ||
| (State or other Jurisdiction of Incorporation) |
(Commission File Number) |
(I.R.S. Employer Identification No.) |
202 Cousteau Place, Suite 105
Davis, CA 95618
(Addresses of principal executive offices, including zip code)
(530) 756-7077
(Registrant’s telephone number, including area code)
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)) |
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On January 12, 2016, our Board of Directors granted Eric J. Rey a temporary medical leave of absence from his duties and responsibilities as our President and Chief Executive Officer.
On January 12, 2016, our Board of Directors also appointed Mark W. Wong to serve as our Acting President and Chief Executive Officer during Mr. Rey’s leave of absence. Mr. Wong will fulfill his duties and responsibilities in consultation and cooperation with our Board of Directors and our executive management team.
Mr. Wong has served as a director of the Company since May 2006. Mr. Wong was the Chief Executive Officer of Renewable Agricultural Energy Corporation, a private ethanol production company, from 2006 to 2007. From 1999 to 2005, Mr. Wong was the founder and Chief Executive Officer of Emergent Genetics, an international seed company sold to Monsanto Company in 2005. Prior to that time, Mr. Wong founded and managed a series of agricultural and biotechnology companies including Big Stone Partners, Agracetus Corporation, and Agrigenetics Corporation. Mr. Wong also worked as an engineer for FMC Corporation and Chemical Construction Corporation. Mr. Wong served as a director of BioFuel Energy Corp., a publicly traded ethanol company, from January 2008 until October 2014, and Chair from March 2010 to October 2014, when it was renamed Green Brick Partners following an acquisition and recapitalization transaction. Mr. Wong holds a B.S. in Chemical Engineering from Lehigh University and a M.B.A. from the Wharton School of Business at the University of Pennsylvania.
A copy of the press release issued by the Company on January 13, 2016 is furnished as Exhibit 99.1.
| Item 9.01. | Financial Statements and Exhibits. |
| (d) | Exhibits. |
| Exhibit |
Description | |
| 99.1 | Press release issued by Arcadia Biosciences, Inc. entitled “ARCADIA BIOSCIENCES’ CEO TO TAKE SHORT-TERM MEDICAL LEAVE” dated January 13, 2016 | |
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.
| ARCADIA BIOSCIENCES, INC. | ||||||
| Date: January 13, 2016 | By: | /s/ Wendy S. Neal | ||||
| Name: | Wendy S. Neal | |||||
| Title: | Vice President & Chief Legal Officer | |||||
EXHIBIT INDEX
| Exhibit |
Description | |
| 99.1 | Press release issued by Arcadia Biosciences, Inc. entitled “ARCADIA BIOSCIENCES CEO TO TAKE SHORT-TERM MEDICAL LEAVE” dated January 13, 2016 | |
Exhibit 99.1
FOR IMMEDIATE RELEASE
| Contact: | Jeff Bergau | |
| jeff.bergau@arcadiabio.com | ||
| +1-312-217-0419 |
Arcadia Biosciences’ CEO to Take Short-Term Medical Leave
DAVIS, Calif. (January 13, 2016) – Arcadia Biosciences, Inc. (Nasdaq: RKDA) announced today that President and Chief Executive Officer Eric Rey will be taking a short-term medical leave of absence from the company. He is undergoing an elective medical procedure to install a stent in a coronary artery. A full recovery is expected, and it is anticipated that he will return to his normal duties after clearance from his physician.
Arcadia board member Mark Wong will serve as Acting President and CEO during Mr. Rey’s medical leave, working in tandem with Arcadia’s experienced senior management team. Mr. Wong has been a member of the board since May 2006, and has an extensive background as an executive in the biotechnology and agriculture industries.
“We wish Eric a quick and full recovery,” said Darby Shupp, chair of the board of directors. “The company is fortunate to have a strong executive management team that has worked together for more than a decade, and I am confident that we will continue to advance Arcadia’s operational and strategic objectives while we allow Eric time to focus on his health.”
Mr. Wong has more than 35 years of experience in agribusiness, with particular expertise in technology integration and commercialization. He has founded and managed a series of agricultural and biotechnology companies, including Agrivida, Renewable Agricultural Energy Corporation, and Emergent Genetics.
About Arcadia Biosciences, Inc.
Based in Davis, Calif., with additional facilities in Seattle, Wash. and Phoenix, Ariz., Arcadia Biosciences (Nasdaq: RKDA) develops agricultural products that create added value for farmers while benefitting the environment and enhancing human health. Arcadia’s agronomic performance traits, including Nitrogen Use Efficiency, Water Use Efficiency, Salinity Tolerance, Heat Tolerance and Herbicide Tolerance, are all aimed at making agricultural production more economically efficient and environmentally sound. Arcadia’s nutrition traits and products are aimed at creating healthier ingredients and whole foods with lower production costs. The company was recently listed in the Global Cleantech 100 and was previously named one of MIT Technology Review’s 50 Smartest Companies. For more information, visit www.arcadiabio.com.
Note Regarding Forward-Looking Statements
This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements are subject to risks and uncertainties that could cause actual results to differ materially, and reported results should not be considered as an indication of future performance. These risks and uncertainties include, but are not limited to: the company’s and its partners’ and affiliates’ ability to identify and isolate desired traits; the company’s and its partners’ ability to develop commercial products incorporating its traits; the company’s compliance with laws and regulations that impact the company’s business, and changes to such laws and regulations; the company’s future capital requirements and ability to satisfy its capital needs; and the other risks set forth in the company’s filings with the Securities and Exchange Commission from time to time, including the risks set forth in the company’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2015 and other filings. These forward-looking statements speak only as of the date hereof, and Arcadia Biosciences, Inc. disclaims any obligation to update these forward-looking statements.
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