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): May 3, 2022

ORGANOGENESIS HOLDINGS INC.

(Exact Name of Registrant as specified in its charter)

Delaware	001-37906	98-1329150
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

85 Dan Road Canton, MA	02021
(Address of principal executive offices)	(Zip Code)

(781) 575-0775

(Registrant’s telephone number, including area code)

Not Applicable

(Registrant’s name or former address, if change 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
Class A Common Stock, $0.0001 par value	ORGO	Nasdaq Capital Market

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 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.

Appointment of Michele Korfin and Gilberto Quintero to Board of Directors

On May 5, 2022, the Company announced that each of Michele I. Korfin and Gilberto Quintero had been appointed by the board of directors to serve as an independent director of the Company effective as of May 3, 2022. With the appointment of Ms. Korfin and Dr. Quintero, the Company’s board of directors has eleven members, of whom six, or a majority, have been determined by the board of directors to be independent pursuant to Nasdaq listing standards.

Ms. Korfin and Dr. Quintero will each receive annual retainer fees from the Company in the amount of $55,000 for their service on the board of directors. In addition, each received an award of 23,913 restricted stock units, which will vest on May 3, 2023. Each restricted stock unit represents the contingent right to receive, upon vesting of the unit, one share of the Company’s Class A common stock. Ms. Korfin and Dr. Quintero will also each have the benefit of the Company’s standard forms of indemnification agreement and change in control retention agreement.

A copy of the press release dated May 5, 2022 announcing the appointment of Ms. Korfin and Dr. Quintero is filed as Exhibit 99.1 hereto and is incorporated by reference herein.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

Exhibit No.	Description
99.1	Press release dated May 5, 2022
104	Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Organogenesis Holdings Inc.
By:	/s/ Lori Freedman
Name:	Lori Freedman
Title:	Vice President and General Counsel

Date: May 5, 2022

EX-99.1

Exhibit 99.1

FOR IMMEDIATE RELEASE

Organogenesis Appoints Michele Korfin and Gilberto Quintero, Ph.D. to Board of Directors

CANTON, Mass., May 5, 2022 — Organogenesis Holdings Inc. (Nasdaq: ORGO), a leading regenerative medicine company focused on the development, manufacture, and commercialization of product solutions for the Advanced Wound Care and Surgical & Sports Medicine markets, today announced the appointments of Michele Korfin and Gilberto Quintero, Ph.D. to the Company’s Board of Directors, effective May 3, 2022. Ms. Korfin and Dr. Quintero will serve as independent directors of the Company. With the appointment of Ms. Korfin and Dr. Quintero, the Company’s board of directors has a majority of independent directors.

“I am pleased to welcome Michele and Gilberto to our Board of Directors, each of whom brings significant experience built over their respective careers working for companies ranging in size and global scale across the healthcare industry.” said Gary S. Gillheeney, Sr., President and Chief Executive Officer of Organogenesis. “I look forward to leveraging their knowledge and experience from many years working in leadership roles in a variety of areas including operations, commercial, market access, compliance and regulatory affairs.”

Michele Korfin joined Gamida Cell’s leadership team as Chief Operating and Chief Commercial Officer in 2020. Prior to Gamida Cell, Michele served as Chief Operating Officer at TYME Technologies. From 2016 until 2018, she was Vice President of Market Access at Kite Pharma, where she oversaw market access strategy, including payer relations, reimbursement and government affairs for YESCARTA^®, the first approved CAR-T therapy in lymphoma. She also worked closely with the manufacturing and supply chain teams at Kite to prepare for FDA approval and commercialization. Before joining Kite, Michele spent more than a decade at Celgene (now part of Bristol Myers Squibb) in a variety of key strategic and operational roles, including in commercial leadership and oversight of the global development programs for REVLIMID^®, a therapy approved for patients with certain hematologic malignancies. She also led the Celgene oncology sales force responsible for ABRAXANE^®, which is now a standard of care in pancreatic cancer. Michele holds an MBA from Harvard Business School and a B.S. in Pharmacy from Rutgers University. She is also on the Board of Trustees of BioNJ, the organization that represents the biotechnology industry for New Jersey.

Gilberto Quintero, Ph.D. has served as Chief Quality Officer of Global Quality, Regulatory and Compliance at Kimberly-Clark since 2019. Before joining Kimberly-Clark, Gilberto spent more than a decade at Cardinal Health in roles of increasing responsibility most recently serving as Chief Quality and Regulatory Affairs Officer for Pharmaceuticals and Medical Devices. Gilberto’s experience also includes eleven years at Wyeth/Pfizer where he had technical leadership positions in R&D, Quality and Technical Operations. Gilberto earned a B.S. in Chemistry from Catholic University, a Ph.D. in Chemistry from Texas A&M University and an MBA from the University of Tennessee at Chattanooga.

About Organogenesis Holdings Inc.

Organogenesis Holdings Inc. is a leading regenerative medicine company offering a portfolio of bioactive and acellular biomaterials products in advanced wound care and surgical biologics, including orthopedics and spine. Organogenesis’s comprehensive portfolio is designed to treat a variety of patients with repair and regenerative needs. For more information, visit www.organogenesis.com.

Investor Inquiries:

ICR Westwicke

Mike Piccinino, CFA

OrganoIR@westwicke.com

Press and Media Inquiries:

Organogenesis

Lori Freedman

lfreedman@organo.com

FH10875715.4

XML

Document and Entity Information	May 03, 2022
Cover [Abstract]
Security Exchange Name	NASDAQ
Amendment Flag	false
Entity Central Index Key	0001661181
Document Type	8-K
Document Period End Date	May 03, 2022
Entity Registrant Name	ORGANOGENESIS HOLDINGS INC.
Entity Incorporation State Country Code	DE
Entity File Number	001-37906
Entity Tax Identification Number	98-1329150
Entity Address, Address Line One	85 Dan Road
Entity Address, City or Town	Canton
Entity Address, State or Province	MA
Entity Address, Postal Zip Code	02021
City Area Code	(781)
Local Phone Number	575-0775
Written Communications	false
Soliciting Material	false
Pre Commencement Tender Offer	false
Pre Commencement Issuer Tender Offer	false
Security 12b Title	Class A Common Stock, $0.0001 par value
Trading Symbol	ORGO
Entity Emerging Growth Company	false