{"schema_version":"secwatch.filing_event.v1","accession":"0001193125-22-295981","form_type":"8-K","ticker":null,"cik":"0001273636","company_name":"APPLIED GENETIC TECHNOLOGIES CORP","filed_at":"2022-12-01T23:59:59+00:00","discovered_at":"2026-05-14T18:03:49.960958+00:00","generated_at":"2026-06-21T10:38:35.848385+00:00","sec_items":["1.02","2.01","3.01","3.03","5.01","5.02","5.03","9.01"],"event_type":"m_and_a","sentiment":"neutral","materiality_score":1.0,"calibrated_materiality_score":1.0,"confidence":"high","headline":"AGTC acquisition by Alliance Holdco completed; $0.34 cash plus CVR per share","bullets":["36,359,379 shares (~53% of outstanding) validly tendered; merger closed under DGCL 251(h) without vote.","Aggregate cash consideration ~$23.5M; each share gets $0.34 cash plus one CVR worth up to ~$0.73.","All prior directors removed; new directors: Chris Hollowood, David Fellows, Ashwin Datt; Fellows President, Hollowood Treasurer/Secretary, Datt Assistant Secretary.","Company requested Nasdaq delisting and intends to file Form 15 to terminate SEC reporting.","Loan agreement with Hercules Capital terminated and all obligations repaid."],"urls":{"canonical":"https://secwatch.observer/filing/0001193125-22-295981","json":"https://secwatch.observer/filing/0001193125-22-295981.json","markdown":"https://secwatch.observer/filing/0001193125-22-295981.md","text":"https://secwatch.observer/filing/0001193125-22-295981.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/1273636/000119312522295981/0001193125-22-295981-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1273636/000119312522295981/d384471d8k.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-06-21T10:38:35.848385+00:00"},"review":{"review_status":"machine_generated","human_reviewed":false,"corrected":false,"correction_note":null,"correction_timestamp":null,"superseded_by":null,"related_filings":[]},"source_grounded_claims":[{"claim_id":"07f5129166","claim":"James Robinson departed as Director at APPLIED GENETIC TECHNOLOGIES CORP.","evidence_excerpt":"each of William Aliski, Yehia Hashad, Edward Hurwitz, Scott Koenig, James Robinson, James Rosen, Anne VanLent and Susan Washer ceased to serve in his or her respective position as a member of the Company’s Board of Directors","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1273636/000119312522295981/0001193125-22-295981-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"ceased to serve"},{"label":"Role","value":"Director"}],"fact_type":"executive_change"},{"claim_id":"70c54f5ad6","claim":"Yehia Hashad departed as Director at APPLIED GENETIC TECHNOLOGIES CORP.","evidence_excerpt":"each of William Aliski, Yehia Hashad, Edward Hurwitz, Scott Koenig, James Robinson, James Rosen, Anne VanLent and Susan Washer ceased to serve in his or her respective position as a member of the Company’s Board of Directors","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1273636/000119312522295981/0001193125-22-295981-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"ceased to serve"},{"label":"Role","value":"Director"}],"fact_type":"executive_change"},{"claim_id":"711e056b13","claim":"David Fellows was appointed as President at APPLIED GENETIC TECHNOLOGIES CORP.","evidence_excerpt":"David Fellows, Chris Hollowood and Ashwin Datt, each an officer of the Purchaser immediately prior to the Effective Time, became officers of the Company, with (i) Mr. Fellows as President, (ii) Dr. Hollowood as Treasurer and Secretary, and (iii) Mr. Datt as Assistant Secretary","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1273636/000119312522295981/0001193125-22-295981-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"became officers"},{"label":"Role","value":"President"}],"fact_type":"executive_change"},{"claim_id":"763f57ddc8","claim":"Chris Hollowood was appointed as Treasurer and Secretary at APPLIED GENETIC TECHNOLOGIES CORP.","evidence_excerpt":"David Fellows, Chris Hollowood and Ashwin Datt, each an officer of the Purchaser immediately prior to the Effective Time, became officers of the Company, with (i) Mr. Fellows as President, (ii) Dr. Hollowood as Treasurer and Secretary, and (iii) Mr. Datt as Assistant Secretary","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1273636/000119312522295981/0001193125-22-295981-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"became officers"},{"label":"Role","value":"Treasurer and Secretary"}],"fact_type":"executive_change"},{"claim_id":"7db55cc49f","claim":"Ashwin Datt was appointed as Director at APPLIED GENETIC TECHNOLOGIES CORP.","evidence_excerpt":"Chris Hollowood, David Fellows and Ashwin Datt, each a director of the Purchaser immediately prior to the Effective Time, became directors of the Company","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1273636/000119312522295981/0001193125-22-295981-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"became directors"},{"label":"Role","value":"Director"}],"fact_type":"executive_change"},{"claim_id":"7e6c495f43","claim":"Scott Koenig departed as Director at APPLIED GENETIC TECHNOLOGIES CORP.","evidence_excerpt":"each of William Aliski, Yehia Hashad, Edward Hurwitz, Scott Koenig, James Robinson, James Rosen, Anne VanLent and Susan Washer ceased to serve in his or her respective position as a member of the Company’s Board of Directors","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1273636/000119312522295981/0001193125-22-295981-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"ceased to serve"},{"label":"Role","value":"Director"}],"fact_type":"executive_change"},{"claim_id":"8c0c1010ac","claim":"William Aliski departed as Director at APPLIED GENETIC TECHNOLOGIES CORP.","evidence_excerpt":"each of William Aliski, Yehia Hashad, Edward Hurwitz, Scott Koenig, James Robinson, James Rosen, Anne VanLent and Susan Washer ceased to serve in his or her respective position as a member of the Company’s Board of Directors","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1273636/000119312522295981/0001193125-22-295981-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"ceased to serve"},{"label":"Role","value":"Director"}],"fact_type":"executive_change"},{"claim_id":"93b4d89a1e","claim":"Ashwin Datt was appointed as Assistant Secretary at APPLIED GENETIC TECHNOLOGIES CORP.","evidence_excerpt":"David Fellows, Chris Hollowood and Ashwin Datt, each an officer of the Purchaser immediately prior to the Effective Time, became officers of the Company, with (i) Mr. Fellows as President, (ii) Dr. Hollowood as Treasurer and Secretary, and (iii) Mr. Datt as Assistant Secretary","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1273636/000119312522295981/0001193125-22-295981-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"became officers"},{"label":"Role","value":"Assistant Secretary"}],"fact_type":"executive_change"},{"claim_id":"96e986fdf1","claim":"Susan Washer departed as Director at APPLIED GENETIC TECHNOLOGIES CORP.","evidence_excerpt":"each of William Aliski, Yehia Hashad, Edward Hurwitz, Scott Koenig, James Robinson, James Rosen, Anne VanLent and Susan Washer ceased to serve in his or her respective position as a member of the Company’s Board of Directors","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1273636/000119312522295981/0001193125-22-295981-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"ceased to serve"},{"label":"Role","value":"Director"}],"fact_type":"executive_change"},{"claim_id":"a043bdc733","claim":"Chris Hollowood was appointed as Director at APPLIED GENETIC TECHNOLOGIES CORP.","evidence_excerpt":"Chris Hollowood, David Fellows and Ashwin Datt, each a director of the Purchaser immediately prior to the Effective Time, became directors of the Company","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1273636/000119312522295981/0001193125-22-295981-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"became directors"},{"label":"Role","value":"Director"}],"fact_type":"executive_change"},{"claim_id":"b24ca1ed78","claim":"Anne VanLent departed as Director at APPLIED GENETIC TECHNOLOGIES CORP.","evidence_excerpt":"each of William Aliski, Yehia Hashad, Edward Hurwitz, Scott Koenig, James Robinson, James Rosen, Anne VanLent and Susan Washer ceased to serve in his or her respective position as a member of the Company’s Board of Directors","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1273636/000119312522295981/0001193125-22-295981-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"ceased to serve"},{"label":"Role","value":"Director"}],"fact_type":"executive_change"},{"claim_id":"d536bea373","claim":"James Rosen departed as Director at APPLIED GENETIC TECHNOLOGIES CORP.","evidence_excerpt":"each of William Aliski, Yehia Hashad, Edward Hurwitz, Scott Koenig, James Robinson, James Rosen, Anne VanLent and Susan Washer ceased to serve in his or her respective position as a member of the Company’s Board of Directors","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1273636/000119312522295981/0001193125-22-295981-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"ceased to serve"},{"label":"Role","value":"Director"}],"fact_type":"executive_change"},{"claim_id":"efabe6c6fb","claim":"Edward Hurwitz departed as Director at APPLIED GENETIC TECHNOLOGIES CORP.","evidence_excerpt":"each of William Aliski, Yehia Hashad, Edward Hurwitz, Scott Koenig, James Robinson, James Rosen, Anne VanLent and Susan Washer ceased to serve in his or her respective position as a member of the Company’s Board of Directors","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1273636/000119312522295981/0001193125-22-295981-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"ceased to serve"},{"label":"Role","value":"Director"}],"fact_type":"executive_change"},{"claim_id":"f51aeb8a86","claim":"David Fellows was appointed as Director at APPLIED GENETIC TECHNOLOGIES CORP.","evidence_excerpt":"Chris Hollowood, David Fellows and Ashwin Datt, each a director of the Purchaser immediately prior to the Effective Time, became directors of the Company","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1273636/000119312522295981/0001193125-22-295981-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"became directors"},{"label":"Role","value":"Director"}],"fact_type":"executive_change"},{"claim_id":"3924f39937360b9a99233a044cb2a9ba2645bbe2","claim":"APPLIED GENETIC TECHNOLOGIES CORP: Bylaws were amended and restated in their entirety effective as of immediately following the Effective Time pursuant to the Merger Agreement.","evidence_excerpt":"and the bylaws of the Company were amended and restated in their entirety, effective as of immediately following the Effective Time","evidence_source":"SEC 8-K Item 5.03/5.05/5.06","evidence_url":"https://www.sec.gov/Archives/edgar/data/1273636/000119312522295981/0001193125-22-295981-index.htm","confidence":0.9,"family_label":"Governance Changes","details":[{"label":"Change","value":"bylaw amendment"}],"fact_type":"governance_change"},{"claim_id":"f4e56c4cf0f1613fdab13c795ea7eddde74b3191","claim":"APPLIED GENETIC TECHNOLOGIES CORP: Certificate of incorporation was amended and restated in its entirety effective as of the Effective Time pursuant to the Merger Agreement.","evidence_excerpt":"Pursuant to the terms of the Merger Agreement, the certificate of incorporation of the Company was amended and restated in its entirety, effective as of the Effective Time","evidence_source":"SEC 8-K Item 5.03/5.05/5.06","evidence_url":"https://www.sec.gov/Archives/edgar/data/1273636/000119312522295981/0001193125-22-295981-index.htm","confidence":0.9,"family_label":"Governance Changes","details":[{"label":"Change","value":"charter amendment"}],"fact_type":"governance_change"},{"claim_id":"69ee0854d44d86f7e8219e8c4c5e7044a0f5124d","claim":"APPLIED GENETIC TECHNOLOGIES CORP underwent a change of control involving Alliance Holdco Limited for $0.34 per share of Common Stock and one contingent value right per share (closed 2022-11-30).","evidence_excerpt":"of the Company by the Parent through a tender offer (the “ Offer ”) by the Purchaser for all of the Company’s outstanding shares of common stock (“ Common Stock ”) for: (1) $0.34 per share of Common Stock, without interest and less any applicable withholding taxes (the “ Cash Consideration ”); and (2) one contingent value right (each a “ CVR ”) per share","evidence_source":"SEC 8-K Item 2.01/5.01","evidence_url":"https://www.sec.gov/Archives/edgar/data/1273636/000119312522295981/0001193125-22-295981-index.htm","confidence":0.9,"family_label":"M&A Transactions","details":[{"label":"Action","value":"change of control"},{"label":"Counterparty","value":"Alliance Holdco Limited"},{"label":"Consideration","value":"$0.34 per share of Common Stock and one contingent value right per share"},{"label":"Closing","value":"2022-11-30"}],"fact_type":"ma_transaction"},{"claim_id":"1f3a7fee321fd0752676fac7e811bbe43281a1b3","claim":"APPLIED GENETIC TECHNOLOGIES CORP terminated Loan Agreement with Hercules Capital, Inc. (as administrative agent) and the lenders (effective 2022-12-01).","evidence_excerpt":"On December 1, 2022, in connection with the consummation of the Merger, the Company terminated the Loan and Security Agreement, dated as of June 30, 2020, by and among the Company, the several banks and other financial institutions or entities from time to time parties to the Loan Agreement (collectively, referred to as the “ Lenders ”), and Hercules Capital, Inc., in its capacity as administrative agent and collateral agent for itself and the Lenders, as amended on May 13, 2021 (the “ Loan Agreement ”), and terminated all commitments under the Loan Agreement and repaid in full all obligations under the Loan Agreement and the other Loan Documents (as defined in the Loan Agreement), other than any other obligations which, by the express terms of the Loan Agreement and the other Loan Documents, survive the termination of the Loan Agreement and the other Loan Documents and the repayment in full of the obligations.","evidence_source":"SEC 8-K Item 1.01/1.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1273636/000119312522295981/0001193125-22-295981-index.htm","confidence":0.9,"family_label":"Material Agreements","details":[{"label":"Action","value":"termination"},{"label":"Agreement","value":"credit facility"},{"label":"Counterparty","value":"Hercules Capital, Inc. (as administrative agent) and the lenders"},{"label":"Effective","value":"2022-12-01"}],"fact_type":"material_agreement"}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}