UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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Emerging growth company
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| Item 3.01 | Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing. |
On December 5, 2022, Zymeworks Inc. (the “Company”), acting pursuant to authorization from its board of directors on November 30, 2022, notified the New York Stock Exchange (the “NYSE”) of its intention to voluntarily withdraw the listing of its common stock, par value $0.00001 per share (together with the associated preferred stock purchase rights the “Common Stock”), from the NYSE and transfer the listing of the Common Stock to The Nasdaq Stock Market LLC (“Nasdaq”).
The Company expects that listing and trading of its Common Stock on the NYSE will end at market close on or about December 15, 2022, and that trading will begin on Nasdaq at market open on or about December 16, 2022.
The Common Stock has been approved for listing on Nasdaq, where it will continue to trade under its current symbol, “ZYME.”
The title, trading symbol, CUSIP and ISIN of the Common Stock are as follows:
| Title of each class |
Trading Symbol |
CUSIP |
ISIN | |||
| Common Stock, par value $0.00001 per share | ZYME | 98985Y 108 | US98985Y1082 |
| Item 7.01 | Regulation FD Disclosure. |
The Company issued the press release attached hereto as Exhibit 99.1 in connection with the transfer of its Common Stock to Nasdaq.
The information in Item 7.01 of this Current Report on Form 8-K and Exhibit 99.1 hereto is being furnished and shall not be deemed “filed” for the 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, and shall not be deemed incorporated by reference into any filing made under the Securities Act of 1933, as amended, or the Exchange Act, except as otherwise expressly stated in such filing.
| Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits.
| Exhibit |
Description of Exhibit | |
| 99.1 | Press release dated as of December 5, 2022. | |
| 104 | Cover Page Interactive Data File (formatted as Inline XBRL) | |
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SIGNATURES
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, thereunto duly authorized.
| ZYMEWORKS INC. | ||||||
| (Registrant) | ||||||
| Date: December 5, 2022 | By: | /s/ Chris Astle | ||||
| Name: | Chris Astle | |||||
| Title: | Senior Vice President and Chief Financial Officer | |||||
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Exhibit 99.1
Zymeworks to Transfer Stock Listing to Nasdaq
Vancouver, British Columbia (December 5, 2022) – Zymeworks Inc. (NYSE: ZYME), a clinical-stage biopharmaceutical company developing multifunctional biotherapeutics, announced today that it has elected to transfer its stock exchange listing from the New York Stock Exchange (NYSE) to The Nasdaq Stock Market LLC (Nasdaq), where the vast majority of its biotechnology peer companies also trade.
The company expects that its common stock (together with the associated preferred stock purchase rights) will cease trading on the NYSE at market close on December 15, 2022. The company expects its common stock (together with the associated preferred stock purchase rights) to commence trading on the Nasdaq on December 16, 2022, and will continue to be listed under the ticker symbol “ZYME”.
About Zymeworks Inc.
Zymeworks is a clinical-stage biopharmaceutical company dedicated to the discovery, development and commercialization of next-generation multifunctional biotherapeutics. Zymeworks’ suite of therapeutic platforms and its fully integrated drug development engine enable precise engineering of highly differentiated product candidates. Zymeworks’ lead clinical candidate, zanidatamab, is a novel Azymetric™ HER2-targeted bispecific antibody currently being evaluated in multiple Phase 1, Phase 2, and pivotal clinical trials globally as a targeted treatment option for patients with solid tumors that express HER2. Zymeworks’ second clinical candidate, zanidatamab zovodotin (ZW49), is a novel bispecific HER2 -targeted antibody-drug conjugate currently in Phase 1 clinical development and combines the unique design and antibody framework of zanidatamab with Zymeworks’ proprietary ZymeLink™ linker and cytotoxin. Zymeworks is also advancing a deep preclinical pipeline in oncology (including immuno-oncology agents) and other therapeutic areas. In addition, its therapeutic platforms are being leveraged through strategic partnerships with global biopharmaceutical companies. For more information on our ongoing clinical trials visit www.zymeworksclinicaltrials.com. For additional information about Zymeworks, visit www.zymeworks.com and follow @ZymeworksInc on Twitter.
Cautionary Note Regarding Forward-Looking Statements
This press release includes “forward-looking statements” or information within the meaning of the applicable securities legislation, including Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Forward-looking statements in this press release include, but are not limited to, statements that relate to the date on which trading of Zymeworks’ common stock (together with the associated preferred stock purchase rights) is expected to cease on the NYSE and commence on Nasdaq; Zymeworks’ ability to complete the listing change; and other information that is not historical information. When used herein, words such as “believes”, “future”, “anticipate”, “will”, “plans”, “may”, “should”, “expects”, and similar expressions are intended to identify forward-looking statements.
In addition, any statements or information that refer to expectations, beliefs, plans, projections, objectives, performance or other characterizations of future events or circumstances, including any underlying assumptions, are forward-looking. All forward-looking statements are based upon Zymeworks’ current expectations and various assumptions. Zymeworks believes there is a reasonable basis for its expectations and beliefs, but they are inherently uncertain. Zymeworks may not realize its expectations, and its beliefs may not prove correct. Actual results could differ materially from those described or implied by such forward-looking statements as a result of various factors, including, without limitation, the factors described under “Risk Factors” in Zymeworks’ quarterly and annual reports filed with the Securities and Exchange Commission, including its Quarterly Report on Form 10-Q for its quarter ended September 30, 2022 (a copy of which may be obtained at www.sec.gov and www.sedar.com).
Although Zymeworks believes that such forward-looking statements are reasonable, there can be no assurance they will prove to be correct. Investors should not place undue reliance on forward-looking statements. The above assumptions, risks and uncertainties are not exhaustive. Forward-looking statements are made as of the date hereof and, except as may be required by law, Zymeworks undertakes no obligation to update, republish, or revise any forward-looking statements to reflect new information, future events or circumstances or to reflect the occurrences of unanticipated events.
Investor inquiries:
Jack Spinks
(604) 678-1388
ir@zymeworks.com
Media inquiries:
Diana Papove
(604) 678-1388
media@zymeworks.com