UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

Current Report

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

 

 

AXOGEN, INC.

Minnesota

(State or Other Jurisdiction of

Incorporation or Organization)

001-36046

(Commission File Number)

41-1301878

(I.R.S. Employer Identification No.)

(Address of principal executive offices)

32615

(Zip Code)

 (386) 462-6800

(Registrant's telephone number, including area code)

N/A

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box 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):

 

Securities registered pursuant to Section 12(b) of the Act:

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. ☐

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Item 2.02 Results of Operations and Financial Condition.

 

On July 18, 2022, Axogen, Inc. (the “Company”) issued a press release announcing organizational updates and its preliminary, unaudited revenue for the quarter ended June 30, 2022.  A copy of the press release is furnished as Exhibit 99.1 hereto.

 

The information furnished pursuant to Item 2.02 of this Current Report on Form 8-K, including Exhibit 99.1 hereto, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liability of such section, nor shall it be incorporated by reference into future filings by the Company under the Securities Act of 1933, as amended (the “Securities Act”), or under the Exchange Act, unless the Company expressly sets forth in such future filing that such information is to be considered “filed” or incorporated by reference therein.

 

 

On July 12, 2022, Axogen Corporation, a Delaware corporation (“AC”) and wholly owned subsidiary of the Company, and Eric Sandberg, the Company’s Chief Commercial Officer, agreed that his employment would be terminated without Substantial Cause (as defined in the Employment Agreement (as defined below)), effective as of July 19, 2022.  Subject to his execution of a separation and release agreement, pursuant to the Amended and Restated Employment Agreement, dated November 1, 2020, by and between AC and Mr. Sandberg (the “Employment Agreement”), Mr. Sandberg will be entitled to certain renumeration, rights and benefits associated with a termination of employment without Substantial Cause (as defined in the Employment Agreement).

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

SIGNATURES

 

Pursuant to the requirements of the Exchange Act, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.