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 10, 2023
(Exact name of registrant as specified in its charter)
| (State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer ID Number) | ||||||||||||
(Address of principal executive offices) (Zip Code)
(510 ) 970-6000
(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 | Trading Symbol(s) | Name of each exchange on which registered | ||||||||||||
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 8.01 Other Events.
On March 10, 2023, Sangamo Therapeutics, Inc. (“Sangamo”) became aware that the Federal Deposit Insurance Corporation (“FDIC”) issued a press release stating that Silicon Valley Bank, Santa Clara, California, (“SVB”) was closed by the California Department of Financial Protection and Innovation, which appointed the FDIC as receiver. According to the FDIC press release, the FDIC as receiver will retain all the assets from Silicon Valley Bank for later disposition.
As of March 10, 2023, Sangamo had approximately $34.4 million in deposits with SVB, substantially all of which is uninsured. According to the FDIC press release, the FDIC will pay uninsured depositors an advance dividend within the next week and uninsured depositors will receive a receivership certificate for the remaining amount of their uninsured funds. At this time, Sangamo does not know to what extent it will be able to recover its cash in deposit at SVB nor the timing of any recovery. As of December 31, 2022, Sangamo had cash, cash equivalents, and marketable securities totaling $307.5 million. At this time, Sangamo expects to continue to be able to meet its payroll and supplier obligations through its other banking providers.
Forward-Looking Statements
This Current Report on Form 8-K contains forward-looking statements regarding Sangamo's current expectations. These forward-looking statements include, without limitation, statements regarding future actions relating to Sangamo’s deposits with SVB, including Sangamo’s ability to recover its cash in deposit at SVB and the timing of any such recovery, and statements regarding meeting payroll and supplier obligations through other banking providers. Factors that could cause actual results to differ include, but are not limited to, risks and uncertainties related to the uncertain receivership process and the actions of government agencies, including the FDIC, over which Sangamo has no control, as well as the risk that Sangamo may not be able to recover its cash in deposit with SVB, and risk and uncertainties related to using other banking providers to meet payroll and supplier obligations. Additional risks and uncertainties regarding Sangamo’s business, including with respect to the sufficiency of its cash resources and need to raise additional capital, can be found in the section titled “Risk Factors” in Sangamo’s Annual Report on Form 10-K for the year ended December 31, 2022 filed with the United States Securities and Exchange Commission (SEC), and future filings and reports that Sangamo makes from time to time with the SEC. The information contained in this Current Report on Form 8-K is as of March 10, 2023, and Sangamo undertakes no duty to update forward-looking statements contained in this Current Report on Form 8-K except as required by applicable laws.
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.
| SANGAMO THERAPEUTICS, INC. | ||||||||||||||||||||
| Dated: March 10, 2023 | By: | /s/ SCOTT B. WILLOUGHBY | ||||||||||||||||||
| Name: | Scott B. Willoughby | |||||||||||||||||||
| Title: | Senior Vice President, General Counsel and Corporate Secretary | |||||||||||||||||||