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): March 26, 2020
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SI-BONE, INC.
(Exact name of registrant as specified in its charter)
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| Delaware | 001-38701 | 26-2216351 | ||||||||||||
| (State or other jurisdiction of incorporation or organization) | (Commission File Number) | (I.R.S. Employer Identification No.) | ||||||||||||
471 El Camino Real
Suite 101
Santa Clara, CA 95050
(Address of principal executive offices) (Zip Code)
(408) 207-0700
(Registrant’s telephone number, include area code)
N/A
(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:
| o | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) | ||||
| o | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) | ||||
| o | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) | ||||
| o | 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 $0.0001 per share | SIBN | The Nasdaq Global 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 ý
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. o
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
Changes to Executive Compensation
On March 26, 2020, the Compensation Committee (“Compensation Committee”) of the Board of Directors of SI-BONE, Inc., (the “Company”) changed the base salary effective April 1, 2020 of each of the Company’s named executive officers (the officers appearing in the Company’s most recent summary compensation table, which appears in the Company’s most recent proxy statement, filed with the Securities and Exchange Commission on April 30, 2019), as shown below. In connection with the reduction in salaries, the Compensation Committee also granted to the named executive officers restricted stock units for the number of shares shown below, with such restricted stock units vesting on January 15, 2021.
| Name | Base Salary Effective January 1, 2020 through March 31, 2020 | Base Salary Effective April 1, 2020 | Share Subject to Restricted Stock Units | |||||||||||||||||
Jeffrey W. Dunn | $600,000 | $540,000 | 4,500 | |||||||||||||||||
President and Chief Executive Officer | ||||||||||||||||||||
Laura A. Francis | $420,000 | $375,000 | 3,375 | |||||||||||||||||
Chief Financial Officer and Chief Operating Officer | ||||||||||||||||||||
Anthony J. Recupero | $380,000 | $330,000 | 3,750 | |||||||||||||||||
Chief Commercial Officer | ||||||||||||||||||||
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.
| SI-BONE, INC. | |||||||||||
| Date: | March 30, 2020 | By: | /s/ Laura A. Francis | ||||||||
| Laura A. Francis | |||||||||||
| Chief Operating Officer and Chief Financial Officer | |||||||||||
| (Principal Financial and Accounting Officer) | |||||||||||