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): July 23, 2024

Maravai LifeSciences Holdings, Inc.

(Exact name of registrant as specified in its charter)

Delaware	001-39725	85-2786970
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

10770 Wateridge Circle Suite 200 San Diego, California	92121
(Address of principal executive offices)	(Zip Code)
(858) 546-0004
(Registrant’s telephone number, including area code)
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:

☐	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, $0.01 par value	MRVI	The Nasdaq Stock Market LLC
		(Nasdaq Global Select 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 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.

Director Appointment

On July 23, 2024, the Board of Directors (the “Board”) of Maravai LifeSciences Holdings, Inc. (the “Company”) appointed William “Trey” Martin, III to the Board effective as of July 31, 2024, to fill the vacancy on the Board created by Anat Ashkenazi’s previously-reported resignation. Mr. Martin will serve as a Class III director for a term continuing until the Company’s 2026 annual meeting of stockholders and until his successor has been duly elected and qualified, or until his earlier resignation or removal.

As an employee of the Company, Mr. Martin will not receive any additional compensation for his service on the Board, and will remain entitled to receive the compensation and benefits provided to him as Chief Executive Officer of the Company pursuant to the Amended and Restated Employment Agreement entered into as of May 8, 2023, a copy of which is filed as Exhibit 10.28 to the Company’s Annual Report on Form 10-K filed with the Securities and Exchange Commission on February 29, 2024.

There are no arrangements or understandings between Mr. Martin and any other person pursuant to which he was appointed as a director of the Company, and there is no family relationship between Mr. Martin and any of the Company’s other directors or executive officers or other person nominated or chosen by the Company to become a director or executive officer of the Company. In addition, the Company is not aware of any transaction in which Mr. Martin has a direct or indirect material interest that would require disclosure under Item 404(a) of Regulation S-K promulgated under the Securities Exchange Act of 1934, as amended (the “Exchange Act”).

Item 7.01. Regulation FD Disclosure.

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

The information contained in this Item 7.01 and Exhibit 99.1 hereto shall not be deemed “filed” for purposes of Section 18 of the Exchange Act, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended (the “Securities Act”), 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 of Exhibit
99.1*	Press Release dated July 29, 2024.
104	Cover Page Interactive Data File (embedded within the Inline XBRL document).

_______________

* Exhibit 99.1 shall not be deemed “filed” for purposes of Section 18 of Exchange Act, or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act or the Exchange Act, except as expressly set forth by specific reference in such filing.

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.

	MARAVAI LIFESCIENCES HOLDINGS, INC.
Date: July 29, 2024	By:	/s/ Kevin M. Herde
	Name:	Kevin M. Herde
	Title:	Chief Financial Officer

EX-99.1

Exhibit 99.1

Maravai LifeSciences Appoints Trey Martin to Board of Directors

Maravai announces the appointment of CEO Trey Martin to its Board of Directors, highlighting his leadership, commitment to innovation, and industry experience

SAN DIEGO, July 29, 2024 - Maravai LifeSciences, Inc. (NASDAQ: MRVI), a global provider of life science reagents and services to researchers and biotech innovators, announced that its CEO William “Trey” Martin, III has been appointed to the Company’s Board of Directors, effective July 31, 2024. This strategic appointment underscores Martin’s commitment to innovation, leadership capabilities, and deep industry knowledge.

“We are thrilled to welcome Trey to our Board of Directors,” said Carl Hull, Maravai’s co-founder and Executive Chair of its Board of Directors. “Trey’s extensive experience and depth of knowledge will bring valuable perspectives and enrich our collective decision-making. His close connection to our markets, customers, and employees will undoubtedly enhance our ability to navigate emergent risks and seize opportunities. Trey’s presence reinforces the bridge between our Board and our day-to-day operations, ensuring we remain deeply connected and responsive to the issues that matter most. Since his assumption of the CEO role last year, the Board has been impressed with his leadership capabilities and we believe his contributions to our Board will help Maravai deliver on our return to growth strategy and achieve our ambitious objectives.”

“I am honored to join Maravai’s Board of Directors and will continue to work closely with our exceptional team,” Martin said. “I remain confident in the fundamental strength of our end markets, and the value we provide our customers for the life-changing development of drug therapies, diagnostics and novel vaccines. Together with the Board, I am committed to building a strong foundation for long-term, sustainable growth of our businesses.”

Mr. Martin has more than 25 years of executive leadership experience in life sciences operations, engineering, sales, product development and marketing. Since July 2023, he has served as Maravai’s Chief Executive Officer. From December 2022 to July 2023, Mr. Martin served as President, Biologics Safety Testing at Maravai. Prior to that, he was Senior Vice President, Genomic Medicines, at Danaher Corporation. Mr. Martin originally joined Danaher with the acquisition of Integrated DNA Technologies (IDT) in 2018 and served as President of the IDT business there for over three years. Prior to its acquisition, Mr. Martin held positions of increasing responsibility over more than two decades at IDT, and contributed to the consistent growth and competitiveness of the company’s genomic solutions business through organic and inorganic growth investments. Mr. Martin holds a Bachelor’s in biochemistry from the University of Iowa.

Martin joins Maravai Executive Chair Carl Hull, as one of two executives on the Company’s Board.

Martin has been appointed to fill the vacancy on the Board that will be created by Anat Ashkenazi’s previously-disclosed resignation.

About Maravai

Maravai is a leading life sciences company providing critical products to enable the development of drug therapies, diagnostics, and novel vaccines and to support research on human diseases. Maravai’s companies are leaders in providing products and services in the fields of nucleic acid synthesis and biologics safety testing to many of the world’s leading biopharmaceutical, vaccine, diagnostics, and cell and gene therapies companies.

For more information about Maravai LifeSciences, visit www.maravai.com.

Forward-looking Statements

This press release may contain "forward-looking statements" within the meaning of the safe harbor provisions of the U.S. Private Securities Litigation Reform Act of 1995. Investors are cautioned that statements in this press release which are not strictly historical statements constitute forward-looking statements, including, without limitation, statements related to the expectation that Mr. Martin will drive Maravai’s growth strategy and objectives, constitute forward-looking statements identified by words like “plan,” “will,” “expect,” “believe,” “may,” “anticipate,” or “could” and similar expressions. Such forward-looking statements are subject to a number of risks and uncertainties that could cause actual results to differ materially from those anticipated, including, without limitation, continued demand for our COVID-19 related products and services, which currently comprise a significant portion of our revenue, and the other risks and uncertainties described in greater detail in the “Risk Factors” section of our most recent Annual Report on Form 10-K and other filings with the U.S. Securities and Exchange Commission. Actual results may differ materially from those contemplated by these forward-looking statements, and therefore you should not rely upon them. These forward-looking statements reflect our current views and we do not undertake to update any of these forward-looking statements to reflect a change in its views or events or circumstances that occur after the date hereof except as required by law.

Contact Information:

Investor Contact: Deb Hart

Maravai LifeSciences

+ 1 858-988-5917

ir@maravai.com

XML

Cover	Jul. 23, 2024
Cover [Abstract]
Document Type	8-K
Document Period End Date	Jul. 23, 2024
Entity Registrant Name	Maravai LifeSciences Holdings, Inc.
Entity Incorporation, State or Country Code	DE
Entity File Number	001-39725
Entity Tax Identification Number	85-2786970
Entity Address, Address Line One	10770 Wateridge Circle
Entity Address, Address Line Two	Suite 200
Entity Address, City or Town	San Diego
Entity Address, State or Province	CA
Entity Address, Postal Zip Code	92121
City Area Code	858
Local Phone Number	546-0004
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Class A Common Stock, $0.01 par value
Trading Symbol	MRVI
Security Exchange Name	NASDAQ
Entity Emerging Growth Company	false
Entity Central Index Key	0001823239
Amendment Flag	false