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): October 4, 2021

BROOKS AUTOMATION, INC.

(Exact Name of Registrant as Specified in Charter)

Delaware	0-25434	04-3040660
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

15 Elizabeth Drive, Chelmsford, MA	01824
(Address of Principal Executive Offices)	(Zip Code)

Registrant's telephone number, including area code: (978) 262-2400

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 (see General Instruction 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))

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, $0.01 par value	BRKS	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.

(b) and (e) On October 4, 2021, Brooks Automation, Inc. (“Brooks”) and Guojuan (Amy) Liao agreed that Dr. Liao will no longer serve as President, Life Sciences Services effective as of October 11, 2021. In addition, on October 4, 2021, Brooks and Dr. Liao entered into a letter agreement under which Dr. Liao will serve as a strategic advisor to Stephen S. Schwartz, Brooks’ President and Chief Executive Officer, from October 11, 2021 through December 31, 2021. Under the letter agreement, Dr. Liao will be compensated at a rate equal to 62.5% of her current base salary, reflecting a 25-hour work week while serving in the role of strategic advisor.

Item 8.01.Other Events.

On October 7, 2021, Brooks issued a press release announcing the transition and pending departure of Dr. Liao. A copy of the press release has been filed as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.

Item 9.01.Financial Statements and Exhibits.

(d) Exhibits

99.1	Press Release dated October 7, 2021, issued by Brooks Automation, Inc.
104	Cover Page Interactive Data File (embedded within the iXBRL (Inline eXtensible Business Reporting Language) document).

SIGNATURE

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.

	BROOKS AUTOMATION, INC.
Date: October 7, 2021	/s/ Jason W. Joseph
	Jason W. Joseph
	Senior Vice President, General Counsel and Secretary

EX-99.1

Exhibit 99.1

Brooks Automation Announces Transition and Departure Plans of Dr. Amy Liao

CHELMSFORD, Mass., October 7, 2021 (PR Newswire) -- Brooks Automation, Inc. (Nasdaq: BRKS) announced today that Dr. Amy Liao, President of Life Sciences Services, will be transitioning into the role of strategic advisor to the CEO until the end of this calendar year, at which time she will leave the Company to pursue other interests. During this transition, Dr. Liao will be advising on the Company’s growth initiatives and continued promotion of the newly formed standalone life sciences business, Azenta Life Sciences.

“Over the past three years since acquiring GENEWIZ, Amy has provided superior oversight of our full integration of GENEWIZ into Brooks, has led three years of high growth in our services business, and has played a key role in preparing the launch of Azenta, our fully integrated, standalone life sciences company,” commented Steve Schwartz, President and CEO. “As much as we will miss Amy and her strong contributions to our leadership team, she has cemented her legacy into the future Azenta company with the genomics capabilities being a cornerstone of value in our company, and we are grateful she remained to see us through the transformation of Brooks to Azenta Life Sciences.”

Dr. Liao has had a long and distinguished career in genomics services and sciences, with many academic and business achievements to date. In 2020, in honoring an individual for a lifetime commitment and important contributions to patient healthcare, Dr. Liao received the coveted Biomedical Engineering Society's Wallace A. Coulter award for innovation in healthcare. One decade earlier, Dr. Liao along with Dr. Steve Sun, co-founder of GENEWIZ, received the Ernst & Young Entrepreneur Of The Year® 2010 Award in the Services category for New Jersey. Dr. Liao was also recognized as one of NJBIZ’s Best Fifty Women in Business in 2018.

About Brooks Automation
Brooks (Nasdaq: BRKS) operates two global, market-leading businesses, Life Sciences and Semiconductor Solutions, each with its own distinct area of focus and expertise. The Life Sciences business, to be operated under the new Azenta brand, provides a full suite of reliable cold-chain sample management solutions and genomic services across areas such as drug development, clinical research and advanced cell therapies for the industry's top pharmaceutical, biotech, academic and healthcare institutions globally. On September 20, 2021, the Company announced the pending sale to Thomas H. Lee Partners of its Semiconductor Solutions Group business, which provides industry-leading precision vacuum robotics, integrated automation systems and contamination control solutions to the world's leading semiconductor chip makers and equipment manufacturers as well as collaborative robotics and automation capabilities for multi-market applications.

Brooks is headquartered in Chelmsford, MA, with operations in North America, Europe and Asia. For more information, visit www.brooks.com. For insights to the new Azenta Life Sciences, visit www.azenta.com.

BROOKS INVESTOR CONTACTS:
Sara Silverman

Director of Investor Relations

Brooks Automation

978.262.2635

sara.silverman@brooks.com

Sherry Dinsmore

Brooks Automation

978.262.4301

sherry.dinsmore@brooks.com

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XML

Document and Entity Information	Oct. 04, 2021
Document and Entity Information [Abstract]
Document Type	8-K
Document Period End Date	Oct. 04, 2021
Entity File Number	0-25434
Entity Registrant Name	BROOKS AUTOMATION, INC.
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	04-3040660
Entity Address, Address Line One	15 Elizabeth Drive
Entity Address, State or Province	MA
Entity Address, City or Town	Chelmsford
Entity Address, Postal Zip Code	01824
City Area Code	978
Local Phone Number	262-2400
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common Stock, $0.01 par value
Trading Symbol	BRKS
Security Exchange Name	NASDAQ
Entity Emerging Growth Company	false
Entity Central Index Key	0000933974
Amendment Flag	false