0001564590-15-002056.txt : 20150327 0001564590-15-002056.hdr.sgml : 20150327 20150327160519 ACCESSION NUMBER: 0001564590-15-002056 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20150326 ITEM INFORMATION: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20150327 DATE AS OF CHANGE: 20150327 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Atara Biotherapeutics, Inc. CENTRAL INDEX KEY: 0001604464 STANDARD INDUSTRIAL CLASSIFICATION: BIOLOGICAL PRODUCTS (NO DIAGNOSTIC SUBSTANCES) [2836] IRS NUMBER: 460920988 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-36548 FILM NUMBER: 15730987 BUSINESS ADDRESS: STREET 1: 3260 BAYSHORE BOULEVARD CITY: BRISBANE STATE: CA ZIP: 94005 BUSINESS PHONE: 415-287-2410 MAIL ADDRESS: STREET 1: 3260 BAYSHORE BOULEVARD CITY: BRISBANE STATE: CA ZIP: 94005 8-K 1 atra-8k_20150326.htm 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): March 26, 2015

 

Atara Biotherapeutics, Inc.

(Exact name of Registrant as Specified in Its Charter)

 

 

Delaware

 

001-36548

 

46-0920988

(State or Other Jurisdiction
of Incorporation)

 

(Commission
File Number)

 

(IRS Employer Identification No.)

 

701 Gateway Boulevard, Suite 200

South San Francisco, CA

 

94080

(Address of Principal Executive Offices)

 

(Zip Code)

Registrant’s Telephone Number, Including Area Code: (650) 278-8930

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 (see General Instructions A.2. below):

¨

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))

 

 

 

 

 

 


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

 

Election of Director

 

On March 26, 2015, the Board of Directors (the “Board”) of Atara Biotherapeutics, Inc. (the “Company”) appointed Eric Dobmeier to serve as a member of the Board as a Class I director, effective March 26, 2015 (the “Effective Date”).  Mr. Dobmeier was also appointed to the Audit Committee of the Board.

 

Mr. Dobmeier, age 46, is currently the Chief Operating Officer of Seattle Genetics, Inc., a biotechnology company. Mr. Dobmeier joined Seattle Genetics in March 2002 and has served in positions of increasing responsibility since then, most recently as Chief Business Officer from May 2007 to June 2011. Prior to joining Seattle Genetics, Mr. Dobmeier was an attorney with the law firms of Venture Law Group and Heller Ehrman LLP where he represented technology companies in connection with public and private financings, mergers and acquisitions and corporate partnering transactions. Mr. Dobmeier also serves as a director of Stemline Therapeutics, Inc., a public biotechnology company. Mr. Dobmeier received a J.D. from the University of California, Berkeley School of Law and an A.B. in History from Princeton University.

 

The Board has determined that Mr. Dobmeier is independent under the Company’s Corporate Governance Guidelines, applicable U.S. Securities Exchange Commission (“SEC”) requirements and Nasdaq listing standards.  There are no arrangements or understandings between Mr. Dobmeier and any other persons pursuant to which he was elected as a director of the Company.  There are no family relationships between Mr. Dobmeier and any director or executive officer of the Company, and he has no direct or indirect material interest in any transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K.

 

As of the Effective Date, Mr. Dobmeier will participate in the Company’s non-employee director compensation arrangements which are generally described in the Company’s Amendment No. 1 to its registration statement on Form S-1 filed with the SEC on February 9, 2015.  Under such arrangements, Mr. Dobmeier received a prorated annual retainer starting on the Effective Date.  In addition, Mr. Dobmeier received an option to purchase 25,000 shares of the Company’s Common Stock, which will vest over three years.  The Company also entered into its standard form of indemnification agreement with Mr. Dobmeier.

 

A copy of the press release announcing the appointment of Mr. Dobmeier to the Board is attached hereto as Exhibit 99.1.

 

 

Item 9.01 Financial Statements and Exhibits.

 

(d) Exhibits.

Exhibit No.Description

99.1

Press release titled “Atara Biotherapeutics, Inc. Appoints Eric Dobmeier, Chief Operating Officer of Seattle Genetics, Inc., to Its Board of Directors” dated March 27, 2015.

 

 

 


 

 

 


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 thereunto duly authorized.

 

Atara Biotherapeutics, Inc.

 

 

 

By:

 

/s/ John F. McGrath, Jr.

 

 

John F. McGrath, Jr.

 

 

Chief Financial Officer

Date:   March 27, 2015

 

 

 

 


EXHIBIT INDEX

 

Exhibit No.Description

99.1

Press release titled “Atara Biotherapeutics, Inc. Appoints Eric Dobmeier, Chief Operating Officer of Seattle Genetics, Inc., to Its Board of Directors” dated March 27, 2015.

 

 

EX-99.1 2 atra-ex991_201503266.htm EX-99.1

Exhibit 99.1

Atara Biotherapeutics, Inc. Appoints Eric Dobmeier, Chief Operating Officer of Seattle Genetics, Inc., to Its Board of Directors

 

SOUTH SAN FRANCISCO, Calif., March 27, 2015 – Atara Biotherapeutics, Inc. (Nasdaq: ATRA), a biopharmaceutical company focused on developing innovative therapies for patients with debilitating diseases, today announced that Eric Dobmeier has joined its Board of Directors.

 

Mr. Dobmeier is currently the Chief Operating Officer of Seattle Genetics, Inc., a biotechnology company.  Mr. Dobmeier joined Seattle Genetics in March 2002 and has served in positions of increasing responsibility since then, most recently as Chief Business Officer from May 2007 to June 2011. Prior to joining Seattle Genetics, Mr. Dobmeier was an attorney with the law firms of Venture Law Group and Heller Ehrman LLP where he represented technology companies in connection with public and private financings, mergers and acquisitions and corporate partnering transactions. Mr. Dobmeier also serves as a director of Stemline Therapeutics, Inc., a public biotechnology company. Mr. Dobmeier received a J.D. from the University of California, Berkeley School of Law and an A.B. in History from Princeton University.

Isaac Ciechanover, Atara's Chief Executive Officer, said, "We are honored to welcome Mr. Dobmeier to our Board of Directors. Eric's vast experience and proven track record of success in this industry will be a tremendous asset to Atara going forward."

Mr. Dobmeier commented, "I am delighted to join Atara's Board of Directors. The management team has done an outstanding job building out a clinical stage pipeline in an innovative area of medicine. I look forward to working with them as they advance these programs into late stage development and potentially into the marketplace."

About Atara Biotherapeutics, Inc.

Atara Biotherapeutics, Inc. is a biopharmaceutical company focused on developing innovative therapies for patients with debilitating diseases. Atara’s lead programs target myostatin and activin, members of the TGF-beta family of proteins that have demonstrated the potential to have therapeutic benefit in a number of clinical indications.  In September 2014, Atara Biotherapeutics entered into an exclusive option agreement with MSK, under which it has the right to license (pursuant to a negotiated form of license agreement) the exclusive, worldwide rights to three clinical stage T-cell programs, including EBV-CTL, that recently received  breakthrough therapy designation from the Food and Drug Administration, as well as other T-cell programs that are discovered or developed by MSK pursuant to sponsored research funded by the company.

Forward-Looking Statements

This press release contains or may imply “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Because such statements deal with future events and are based on Atara’s current expectations, they are subject to various risks and uncertainties and actual results, performance or achievements of Atara could differ materially from those described in or implied by the statements in this press release. For example, forward-looking statements include statements regarding the clinical development of product candidates. These forward-looking statements are subject to other risks and uncertainties, including those discussed under the heading “Risk Factors” in Atara’s annual report on Form 10-K for the year ended December 31, 2014 and subsequent filings with the Securities and Exchange Commission. Except as otherwise required by law, Atara disclaims any intention or obligation to update or revise any forward-looking statements, which speak only as of the date hereof, whether as a result of new information, future events or circumstances or otherwise.

INVESTOR CONTACT:

Tina Gullotta, Atara Biotherapeutics, Inc.

650-741-1613

tgullotta@atarabio.com

 

MEDIA CONTACT:

Susan Heins, Pure Communications, Inc.

864-286-9597

susan@purecommunicationsinc.com