---
schema_version: "secwatch.filing_event.v1"
accession: "0001628280-23-022479"
form_type: "8-K"
ticker: "ABSI"
cik: "0001672688"
company_name: "Absci Corp"
filed_at: "2023-06-16T23:59:59+00:00"
generated_at: "2026-06-13T22:51:04.976759+00:00"
event_type: "other_material"
sentiment: "neutral"
materiality_score: 0.65
calibrated_materiality_score: 0.65
confidence: "high"
source: SEC EDGAR
---

# Absci enters into $100M at-the-market equity offering with Cowen

## Summary
- ATM program allows Absci to sell up to $100M of common stock through Cowen as sales agent.
- Cowen receives up to 3.0% commission on gross proceeds; no minimum sales required.
- Stockholders elected Daniel Rabinovitsj as Class II director at June 14, 2023 annual meeting.
- Annual meeting also approved officer liability limitation charter amendment and ratified Ernst & Young as auditor for FY2023.

## SEC filing metadata
- accession: 0001628280-23-022479
- form_type: 8-K
- ticker: ABSI
- cik: 0001672688
- company_name: Absci Corp
- filed_at: 2023-06-16T23:59:59+00:00
- event_type: other_material
- sentiment: neutral
- materiality_score: 0.65
- calibrated_materiality_score: 0.65
- confidence: high
- sec_items: 1.01, 5.03, 5.07, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1672688/000162828023022479/0001628280-23-022479-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1672688/000162828023022479/absc-20230614.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001628280-23-022479
- JSON: https://secwatch.observer/filing/0001628280-23-022479.json
- Plain text: https://secwatch.observer/filing/0001628280-23-022479.txt

## Key facts
- Governance Changes
  Absci Corp: Amendment to Amended and Restated Certificate of Incorporation to limit liability of certain officers (effective 2023-06-14).
  - Change: charter amendment
  - Effective: 2023-06-14
  source text: At the 2023 Annual Meeting of Stockholders of the Company held on June 14, 2023 (the “Annual Meeting”), the Company’s stockholders approved an amendment to the Company’s Amended and Restated Certificate of Incorporation (the “Charter Amendment”) to limit the liability of certain officers of the Company as permitted by recent amendments to Delaware law.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1672688/000162828023022479/0001628280-23-022479-index.htm
- Material Agreements
  Absci Corp entered into Agreement with Cowen and Company, LLC valued at up to $100 million (effective 2023-06-16).
  - Action: entry
  - Agreement: atm program
  - Counterparty: Cowen and Company, LLC
  - Value: up to $100 million
  - Effective: 2023-06-16
  source text: On June 16, 2023, Absci Corporation (the “Company”) entered into a sales agreement (the “Agreement”) with Cowen and Company, LLC, as sales agent (the “Sales Agent”), with respect to an “at the market offering” program under which the Company may offer and sell, from time to time at its sole discretion, shares of its common stock, par value $0.0001 per share (the “Common Stock”), having an aggregate offering price of up to $100 million (the “Shares”) through the Sales Agent (the “Offering”).
  evidence_url: https://www.sec.gov/Archives/edgar/data/1672688/000162828023022479/0001628280-23-022479-index.htm
- Shareholder Votes
  Absci Corp shareholders approved Ratification of Ernst & Young LLP as independent registered public accounting firm for fiscal year 2023 at the 2023-04-17 meeting.
  - Proposal: auditor ratification
  - Outcome: passed
  - Meeting: 2023-04-17
  source text: The Company’s stockholders approved Proposal II. The votes cast at the Annual Meeting were as follows: For Against Abstain 78,698,147 173,747 259,955
  evidence_url: https://www.sec.gov/Archives/edgar/data/1672688/000162828023022479/0001628280-23-022479-index.htm
- Shareholder Votes
  Absci Corp shareholders approved Amendment to Amended and Restated Certificate of Incorporation to limit liability of certain officers as permitted by Delaware law at the 2023-04-17 meeting.
  - Proposal: charter amendment
  - Outcome: passed
  - Meeting: 2023-04-17
  source text: The Company’s stockholders approved Proposal III. The votes cast at the Annual Meeting were as follows: For Against Abstain Broker Non-Votes 69,802,928 1,242,214 401,227 7,685,480
  evidence_url: https://www.sec.gov/Archives/edgar/data/1672688/000162828023022479/0001628280-23-022479-index.htm
- Shareholder Votes
  Absci Corp shareholders approved Election of Daniel Rabinovitsj as Class II director at the 2023-04-17 meeting.
  - Proposal: director election
  - Outcome: passed
  - Meeting: 2023-04-17
  source text: The Company’s stockholders approved the Class II director nominee recommended for election in Proposal I at the Annual Meeting. The Company’s stockholders voted for the Class II director as follows: Class II Director Nominee For Withhold Broker Non-Votes Daniel Rabinovitsj 70,779,631 666,738 7,685,480
  evidence_url: https://www.sec.gov/Archives/edgar/data/1672688/000162828023022479/0001628280-23-022479-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.