8-K
filed November 1, 2023, 7:59 PM ET
CIK 0001633070
other material
confidence high
sentiment negative
materiality 1.00
Axcella Health initiates Assignment for Benefit of Creditors and Plan of Dissolution; board and officers depart
Axcella Health Inc.
- Board and CEO & CLO resigned Nov 1, 2023; Craig Jalbert appointed President, Treasurer, Corporate Secretary and sole director.
- Company will assign substantially all assets to an assignee for the benefit of creditors; any residual value may go to stockholders.
- Stockholders must approve the Assignment and Dissolution at a special meeting; Nasdaq delisting expected.
- Company concluded no viable funding alternative existed; wind-down and dissolution are the only path forward.
Key facts
Extracted from this filing and checked against the source text.
Executive change
SEC 8-K Item 5.02
confidence 1.0
Robert Rosiello resigned as member of the Board at Axcella Health Inc..
- Action
- resigned
- Role
- member of the Board
Exact text from the filing
On November 1, 2023, in connection with the Assignment (as defined below), Torben Straight Nissen, Ph.D., Michael Rosenblatt, M.D., William D. “Chip” Baird, Gary P. Pisano, Ph.D., Cristina M. Rondinone, Ph.D., Paul J. Sekhri, William R. Hinshaw, Jr., Martin Hendrix, Robert Rosiello and Catherine Angell Sohn, Pharm.D. each notified Axcella Health Inc. (the “Company,” “we,” “us,” “our,” and “Axcella”) of their respective resignations as members of the Company’s board of directors (the “Board”) and all committees thereof, effective immediately.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 1.0
Craig R. Jalbert was appointed as President, Treasurer, Corporate Secretary at Axcella Health Inc..
- Action
- appointed
- Role
- President, Treasurer, Corporate Secretary
Exact text from the filing
On November 1, 2023, the Board appointed Craig R. Jalbert, age 61, as the Company’s President, Treasurer, Corporate Secretary, effective as of 12:00 a.m. on November 2, 2023, and sole member of the Board, effective immediately.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 1.0
Martin Hendrix resigned as member of the Board at Axcella Health Inc..
- Action
- resigned
- Role
- member of the Board
Exact text from the filing
On November 1, 2023, in connection with the Assignment (as defined below), Torben Straight Nissen, Ph.D., Michael Rosenblatt, M.D., William D. “Chip” Baird, Gary P. Pisano, Ph.D., Cristina M. Rondinone, Ph.D., Paul J. Sekhri, William R. Hinshaw, Jr., Martin Hendrix, Robert Rosiello and Catherine Angell Sohn, Pharm.D. each notified Axcella Health Inc. (the “Company,” “we,” “us,” “our,” and “Axcella”) of their respective resignations as members of the Company’s board of directors (the “Board”) and all committees thereof, effective immediately.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 1.0
William D. "Chip" Baird resigned as member of the Board at Axcella Health Inc..
- Action
- resigned
- Role
- member of the Board
Exact text from the filing
On November 1, 2023, in connection with the Assignment (as defined below), Torben Straight Nissen, Ph.D., Michael Rosenblatt, M.D., William D. “Chip” Baird, Gary P. Pisano, Ph.D., Cristina M. Rondinone, Ph.D., Paul J. Sekhri, William R. Hinshaw, Jr., Martin Hendrix, Robert Rosiello and Catherine Angell Sohn, Pharm.D. each notified Axcella Health Inc. (the “Company,” “we,” “us,” “our,” and “Axcella”) of their respective resignations as members of the Company’s board of directors (the “Board”) and all committees thereof, effective immediately.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 1.0
William R. Hinshaw, Jr. was terminated as President and Chief Executive Officer at Axcella Health Inc..
- Action
- terminated
- Role
- President and Chief Executive Officer
Exact text from the filing
On November 1, 2023, in connection with the Assignment (as defined below), William R. Hinshaw, Jr. and Paul Fehlner were each notified by the Company of termination of their positions as President and Chief Executive Officer and Senior Vice President, Chief Legal Officer and Corporate Secretary, respectively, effective as of 11:59 p.m. on November 1, 2023.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 1.0
Paul Fehlner was terminated as Senior Vice President, Chief Legal Officer and Corporate Secretary at Axcella Health Inc..
- Action
- terminated
- Role
- Senior Vice President, Chief Legal Officer and Corporate Secretary
Exact text from the filing
On November 1, 2023, in connection with the Assignment (as defined below), William R. Hinshaw, Jr. and Paul Fehlner were each notified by the Company of termination of their positions as President and Chief Executive Officer and Senior Vice President, Chief Legal Officer and Corporate Secretary, respectively, effective as of 11:59 p.m. on November 1, 2023.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 1.0
William R. Hinshaw, Jr. resigned as member of the Board at Axcella Health Inc..
- Action
- resigned
- Role
- member of the Board
Exact text from the filing
On November 1, 2023, in connection with the Assignment (as defined below), Torben Straight Nissen, Ph.D., Michael Rosenblatt, M.D., William D. “Chip” Baird, Gary P. Pisano, Ph.D., Cristina M. Rondinone, Ph.D., Paul J. Sekhri, William R. Hinshaw, Jr., Martin Hendrix, Robert Rosiello and Catherine Angell Sohn, Pharm.D. each notified Axcella Health Inc. (the “Company,” “we,” “us,” “our,” and “Axcella”) of their respective resignations as members of the Company’s board of directors (the “Board”) and all committees thereof, effective immediately.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 1.0
Craig R. Jalbert was appointed as Sole member of the Board at Axcella Health Inc..
- Action
- appointed
- Role
- Sole member of the Board
Exact text from the filing
On November 1, 2023, the Board appointed Craig R. Jalbert, age 61, as the Company’s President, Treasurer, Corporate Secretary, effective as of 12:00 a.m. on November 2, 2023, and sole member of the Board, effective immediately.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 1.0
Catherine Angell Sohn resigned as member of the Board at Axcella Health Inc..
- Action
- resigned
- Role
- member of the Board
Exact text from the filing
On November 1, 2023, in connection with the Assignment (as defined below), Torben Straight Nissen, Ph.D., Michael Rosenblatt, M.D., William D. “Chip” Baird, Gary P. Pisano, Ph.D., Cristina M. Rondinone, Ph.D., Paul J. Sekhri, William R. Hinshaw, Jr., Martin Hendrix, Robert Rosiello and Catherine Angell Sohn, Pharm.D. each notified Axcella Health Inc. (the “Company,” “we,” “us,” “our,” and “Axcella”) of their respective resignations as members of the Company’s board of directors (the “Board”) and all committees thereof, effective immediately.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 1.0
Gary P. Pisano resigned as member of the Board at Axcella Health Inc..
- Action
- resigned
- Role
- member of the Board
Exact text from the filing
On November 1, 2023, in connection with the Assignment (as defined below), Torben Straight Nissen, Ph.D., Michael Rosenblatt, M.D., William D. “Chip” Baird, Gary P. Pisano, Ph.D., Cristina M. Rondinone, Ph.D., Paul J. Sekhri, William R. Hinshaw, Jr., Martin Hendrix, Robert Rosiello and Catherine Angell Sohn, Pharm.D. each notified Axcella Health Inc. (the “Company,” “we,” “us,” “our,” and “Axcella”) of their respective resignations as members of the Company’s board of directors (the “Board”) and all committees thereof, effective immediately.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 1.0
Cristina M. Rondinone resigned as member of the Board at Axcella Health Inc..
- Action
- resigned
- Role
- member of the Board
Exact text from the filing
On November 1, 2023, in connection with the Assignment (as defined below), Torben Straight Nissen, Ph.D., Michael Rosenblatt, M.D., William D. “Chip” Baird, Gary P. Pisano, Ph.D., Cristina M. Rondinone, Ph.D., Paul J. Sekhri, William R. Hinshaw, Jr., Martin Hendrix, Robert Rosiello and Catherine Angell Sohn, Pharm.D. each notified Axcella Health Inc. (the “Company,” “we,” “us,” “our,” and “Axcella”) of their respective resignations as members of the Company’s board of directors (the “Board”) and all committees thereof, effective immediately.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 1.0
Michael Rosenblatt resigned as member of the Board at Axcella Health Inc..
- Action
- resigned
- Role
- member of the Board
Exact text from the filing
On November 1, 2023, in connection with the Assignment (as defined below), Torben Straight Nissen, Ph.D., Michael Rosenblatt, M.D., William D. “Chip” Baird, Gary P. Pisano, Ph.D., Cristina M. Rondinone, Ph.D., Paul J. Sekhri, William R. Hinshaw, Jr., Martin Hendrix, Robert Rosiello and Catherine Angell Sohn, Pharm.D. each notified Axcella Health Inc. (the “Company,” “we,” “us,” “our,” and “Axcella”) of their respective resignations as members of the Company’s board of directors (the “Board”) and all committees thereof, effective immediately.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 1.0
Paul J. Sekhri resigned as member of the Board at Axcella Health Inc..
- Action
- resigned
- Role
- member of the Board
Exact text from the filing
On November 1, 2023, in connection with the Assignment (as defined below), Torben Straight Nissen, Ph.D., Michael Rosenblatt, M.D., William D. “Chip” Baird, Gary P. Pisano, Ph.D., Cristina M. Rondinone, Ph.D., Paul J. Sekhri, William R. Hinshaw, Jr., Martin Hendrix, Robert Rosiello and Catherine Angell Sohn, Pharm.D. each notified Axcella Health Inc. (the “Company,” “we,” “us,” “our,” and “Axcella”) of their respective resignations as members of the Company’s board of directors (the “Board”) and all committees thereof, effective immediately.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 1.0
Torben Straight Nissen resigned as member of the Board at Axcella Health Inc..
- Action
- resigned
- Role
- member of the Board
Exact text from the filing
On November 1, 2023, in connection with the Assignment (as defined below), Torben Straight Nissen, Ph.D., Michael Rosenblatt, M.D., William D. “Chip” Baird, Gary P. Pisano, Ph.D., Cristina M. Rondinone, Ph.D., Paul J. Sekhri, William R. Hinshaw, Jr., Martin Hendrix, Robert Rosiello and Catherine Angell Sohn, Pharm.D. each notified Axcella Health Inc. (the “Company,” “we,” “us,” “our,” and “Axcella”) of their respective resignations as members of the Company’s board of directors (the “Board”) and all committees thereof, effective immediately.
View on SEC.gov
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