kldo-8k_20210803.htm
false 0001751299 0001751299 2021-08-03 2021-08-03

 

 

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): August 3, 2021

 

KALEIDO BIOSCIENCES, INC.

(Exact name of registrant as specified in its charter)

 

 

Delaware

 

001-38822

 

47-3048279

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

 

65 Hayden Avenue Lexington, MA

02421

(Address of principal executive offices)

(Zip Code)

 

Registrant's telephone number, including area code: (617674-9000

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 (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, $0.001 Par Value

KLDO

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 August 3, 2021, Michael W. Bonney, Chair of the Board of Directors of Kaleido Biosciences, Inc. (the “Company”) notified the Company of his intention to resign from the Company's Board of Directors in order to devote his time to the fiduciary needs of another company for which Mr. Bonney is Executive Chair.  Mr. Bonney noted that his resignation was not related to any disagreements with the Board or management. Effective August 9, 2021, Theo Melas-Kyriazi, a current director, was appointed by the Board of Directors of the Company to serve as Chair of the Board of Directors.

The information in this Form 8-K (including Exhibits 99.1) 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 liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits:

 

Exhibit No.

 

Description

 

 

99.1

 

Press Release issued by Kaleido Biosciences, Inc., dated August 9, 2021, furnished herewith

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.

 

 

KALEIDO BIOSCIENCES, INC.

 

 

 

Date: August 9, 2021

By:

 

/s/ William Duke, Jr.

 

 

 

William Duke, Jr.

 

 

 

Principal Financial and Accounting Officer

 

 

 

kldo-ex991_28.htm

Exhibit 99.1

Kaleido Biosciences Announces New Chairperson Appointment to its Board of Directors

 

–Current Director Theo Melas-Kyriazi appointed Chairperson of the Board of Directors–

 

LEXINGTON, MA—August 9, 2021—Kaleido Biosciences, Inc. (Nasdaq: KLDO), a clinical-stage healthcare company with a differentiated, chemistry-driven approach to targeting the microbiome to treat disease and improve human health, today announced the appointment of current Board member Theo Melas-Kyriazi as Chairperson of the Board of Directors effective August 9, 2021. Concurrently Michael (Mike) Bonney has resigned from the Board of Directors and his position as Chairperson due to increased demands from other business obligations.

“I am delighted that Theo has taken on the role of Chairperson of the Board” said Dan Menichella, President and Chief Executive Officer of Kaleido. “As a board member, Theo has contributed significantly to Kaleido, drawing on his deep experience in financial and corporate strategy and expertise in building life sciences companies. We will benefit from his leadership as we advance microbiome solutions that have substantial impacts on human health. I also want to express my deep appreciation to Mike for his strong leadership and unwavering commitment to the success of Kaleido, having served as both CEO and Chairperson of the Board, and wish him well in his next endeavors.”

“It has been a tremendous privilege to be part of the talented team at Kaleido, and I am proud of our progress in harnessing a chemistry-driven approach to target the microbiome and treat disease,” said Mr. Bonney. “Under Dan’s leadership and with support from Theo as Chairperson, I have every confidence this team will unlock the power of Microbiome Metabolic TherapyTM candidates (MMTs).”

“Mike has been a delight to work alongside and learn from, and I am honored to succeed him as Kaleido’s Chairperson,” said Mr. Melas-Kyriazi. “This is an exciting time for the business, and I am eager to continue working closely with Dan, the Kaleido management team and my colleagues on the Board as we advance our current clinical candidates while also pursuing opportunities to expand the pipeline into more therapeutic areas.”

Mr. Melas-Kyriazi has served as a Director on the Kaleido BOD since July 2019. Since 2006, he has served as Chief Financial Officer of Levitronix Technologies Inc. and its predecessor companies. Mr. Melas-Kyriazi also serves as an Executive Partner at Flagship Pioneering, which he joined in April 2019, and has served as a board member of Evelo Biosciences, Inc. since 2017 and of Codiak Biosciences, Inc. since 2019. From 1986 to 2004, Mr. Melas-Kyriazi served in a variety of management roles at Thermo Fisher Scientific, including serving as CFO from 1999 to 2004. Mr. Melas-Kyriazi received his M.B.A. from Harvard Business School.

 

 

 

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About Kaleido Biosciences

Kaleido Biosciences is a clinical-stage healthcare company with a differentiated, chemistry-driven approach to targeting the microbiome to treat disease and improve human health. The Company has built a proprietary product platform to enable the rapid and cost-efficient discovery and development of novel Microbiome Metabolic Therapies (MMT™). MMTs are designed to modulate the metabolic output and profile of the microbiome by driving the function and distribution of the gut’s existing microbes. Kaleido is advancing a broad pipeline of MMT candidates with the potential to address a variety of diseases and conditions with significant unmet patient needs. To learn more, visit https://kaleido.com/.

Forward-Looking Statements
This press release contains "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995, including, but not limited to, statements regarding our anticipated strategy, business plans and focus. The use of words such as “may,” “might,” “will,” “should,” “expect,” “plan,” “anticipate,” “believe,” “estimate,” “project,” “intend,” “future,” “potential,” or “continue,” and other similar expressions are intended to identify such forward-looking statements. All such forward-looking statements are based on management's current expectations of future events and are subject to a number of risks and uncertainties that could cause actual results to differ materially and adversely from those set forth in or implied by such forward-looking statements. These risks and uncertainties include fluctuations in our stock price, changes in market conditions and satisfaction of customary closing conditions related to the public offering and those risks more fully discussed in the section entitled "Risk Factors" in Kaleido’s annual report on Form 10-K for the fiscal year ended December 31, 2020, which is available at www.sec.gov, as well as discussions of potential risks, uncertainties, and other important factors in Kaleido’s subsequent filings with the Securities and Exchange Commission. Any forward-looking statements represent Kaleido’s views only as of today and should not be relied upon as representing its views as of any subsequent date. All information in this press release is as of the date of the release, and Kaleido undertakes no duty to update this information unless required by law.

 

Contacts:
Kaleido Biosciences
William Duke, Jr.
Chief Financial Officer
617-890-5772
william.duke@kaleido.com

Investors and Media
Kotaro Yoshida
Argot Partners
212-600-1902

kaleido@argotpartners.com

 

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