8-K

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): January 29, 2021

LENSAR, Inc.

(Exact name of registrant as specified in its charter)

Delaware	001-039473	32-0125724
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)
2800 Discovery Drive, Orlando, Florida		32826
(Address of principal executive offices)		(Zip Code)

(888) 536-7271

(Registrant’s telephone number, including 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:

☐ 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
Common stock, par value $0.01 per share	LNSR	The Nasdaq Stock Market LLC

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 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On January 29, 2021, the Board of Directors (the “Board”) of LENSAR, Inc. (the “Company”) appointed (i) Elizabeth O’Farrell to serve as a Class I director on the Company’s Board and as chairperson of the Board’s Audit Committee and (ii) Aimee S. Weisner to serve as a Class II director on the Company’s Board and as a member of the Board’s Compensation Committee. These appointments are effective February 1, 2021. Ms. O’Farrell and Ms. Weisner will serve for a term expiring at the Company’s annual meeting of stockholders to be held in 2021 and 2022, respectively, and, in each case, until her successor is duly elected and qualified or her earlier death, resignation, disqualification or removal.

Each of Ms. O’Farrell and Ms. Weisner is eligible to participate in the Company’s Non-Employee Director Compensation Program, which provides for: (i) an annual cash retainer of (a) $50,000 for serving on the Board, (b) in the case of Ms. O’Farrell, $15,000 for her service as chairperson of the Company’s Audit Committee and (c) in the case of Ms. Weisner, $5,000 for her service as a member of the Company’s Compensation Committee, each earned on a quarterly basis; (ii) an initial equity-based award of options to purchase shares of the Company’s common stock having an aggregate grant date fair value of $200,000 and that vests as to one-third of the award on the one-year anniversary of the grant date and, as to the remaining amount of the award, in substantially equal monthly installments over the two years thereafter, subject to the director’s continued service on the Board through each such vesting date; and (iii) on the date of the Company’s annual meeting of stockholders, where the director has served on the Board for at least six months prior to such annual meeting and will continue serving following such meeting, an option to purchase shares of the Company’s common stock having an aggregate grant date fair value of $100,000 and that vests in twelve equal monthly installments following each one-month period following the grant date, subject to the director’s continued service on the Board through such vesting date.

Each of Ms. O’Farrell and Ms. Weisner has entered into the Company’s standard indemnification agreement for directors and officers.

Item 7.01. Regulation FD Disclosure.

On February 1, 2021, the Company issued a press release announcing the appointments of Mses. O’Farrell and Weisner.

A copy of the press release is filed as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated into this Item 7.01 by reference. The information in this Item 7.01, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed to be incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such filing.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

Exhibit No.	Description
99.1	LENSAR Press Release, dated February 1, 2021

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.

	LENSAR, INC.
Date: February 1, 2021	By:	/s/ Nicholas Curtis
		Nicholas Curtis
		Chief Executive Officer

EX-99.1

Exhibit 99.1

LENSAR Expands Board of Directors with the Appointments of Aimee S. Weisner and Elizabeth G. O’Farrell

ORLANDO, Fla. (February 1, 2021) – LENSAR, Inc. (Nasdaq: LNSR) (“LENSAR” or “the Company”), a global medical technology company focused on femtosecond laser surgical solutions for the treatment of cataracts, today announced the expansion of its Board of Directors to seven members with the appointments of Aimee S. Weisner and Elizabeth G. O’Farrell, effective February 1, 2021. In addition to serving on the Company’s Board of Directors, Ms. Weisner will join the Company’s Compensation Committee, and Ms. O’Farrell will chair the Company’s Audit Committee.

“The additions of Liz and Aimee further strengthen our world-class Board of Directors led by our Chairman, Dr. William Link,” said Nick Curtis, Chief Executive Officer. “Liz and Aimee’s backgrounds ideally complement the skills and experience of our existing directors, and I am confident they will contribute significantly to our success going forward. Liz’s expertise in global operations and finance, paired with Aimee’s experience helping medical device and ophthalmology companies navigate the legal, regulatory and reimbursement landscapes, will be invaluable as we continue working toward our strategic and operational objectives.”

Most recently, Ms. Weisner was corporate vice president, general counsel of Edwards Lifesciences Corporation from 2011 until her retirement in 2019. Prior to her time at Edwards, she was engaged in private practice and served as legal advisor to publicly traded pharmaceutical and medical device companies located in Southern California from 2009 to 2010. Prior to this, from 2002 to 2009, Ms. Weisner served in a number of positions at Advanced Medical Optics, Inc. (acquired by Abbott Laboratories), including executive vice president, administration and secretary. From 1998 to 2002, Ms. Weisner served at Allergan, Inc., in roles including vice president, assistant general counsel and assistant secretary. Ms. Weisner holds a B.A. from California State University, Fullerton, and a J.D. from Loyola Law School, Los Angeles, and began her legal career as an associate at the law firm of O’Melveny & Myers LLP. Ms. Weisner currently serves on the Board of Directors of Glaukos Corporation and Oyster Point Pharma, Inc.

“I am honored to be joining LENSAR’s Board of Directors,” said Aimee Weisner. “The Company’s anticipated launch of the next-generation ALLY system next year could mark a major inflection point for the Company, one that has the potential to change the practice of cataract surgery and alter the landscape in this large, growing segment of the ophthalmic market.”

Ms. O’Farrell previously served 24 years with Eli Lilly and Company, most recently as chief procurement officer and head of global shared services from 2012 until her retirement in 2017. At Eli Lilly, she served in various executive management finance positions, including senior vice president, policy, and finance; senior vice president, finance; chief financial officer, Lilly USA, LLC; and chief financial officer, Eli Lilly Canada Inc. Before joining Eli Lilly, Ms. O’Farrell was an accountant at Boise Cascade Office Products, Whipple & Company and an auditor at Price Waterhouse, LLP. Currently, she serves on the board of directors of Geron Corporation and Inhibikase Therapeutics, Inc. and was previously the chairperson of PDL BioPharma, Inc. Ms. O’Farrell holds a B.S. and an M.B.A. from Indiana University.

“I have had the opportunity to see firsthand the evolution of LENSAR and its disruptive technology over the last several years. This is a truly exciting time for the Company, and I have been impressed by the team’s progress, particularly in light of the macro-level challenges related to the ongoing COVID-19 pandemic,” said Elizabeth O’Farrell. “I believe that this technology has tremendous potential in the cataract surgery market and look forward to contributing to the Company’s future accomplishments.”

About LENSAR

LENSAR is a commercial-stage medical device company focused on designing, developing and marketing an advanced femtosecond laser system for the treatment of cataracts and the management of pre-existing or surgically induced corneal astigmatism. Its LENSAR Laser System incorporates a range of proprietary technologies designed to assist the surgeon in obtaining better visual outcomes, efficiency and reproducibility by providing advanced imaging, simplified procedure planning, efficient design and precision.

Contacts:	Lee Roth / Cameron Radinovic
Thomas R. Staab, II, CFO	Burns McClellan for LENSAR
ir.contact@lensar.com	lroth@burnsmc.com / cradinovic@burnsmc.com