Form 8-K
DYNAVAX TECHNOLOGIES CORP false 0001029142 0001029142 2020-05-21 2020-05-21

 

 

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 21, 2020

 

Dynavax Technologies Corporation

(Exact name of registrant as specified in its charter)

 

Commission File Number: 001-34207

Delaware

 

33-0728374

(State or other jurisdiction

of incorporation)

 

(IRS Employer

Identification No.)

2100 Powell Street, Suite 900

Emeryville, CA 94608

(Address of principal executive offices, including zip code)

(510) 848-5100

(Registrant’s telephone number, including area code)

(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:

Common Stock, $0.001 par value

 

DVAX

 

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 8.01. Other Events

On May 21, 2020, Dynavax Technologies Corporation (the “Company”) announced the commencement of a proposed underwritten public offering of its common stock.

In connection with the Company’s proposed public offering, the Company suspended, and during the duration of the proposed public offering is not offering any shares of its common stock pursuant to, the prospectus filed with the Securities and Exchange Commission (the “SEC”) on March 11, 2020 relating to the Sales Agreement, dated November 3, 2017 (the “Sales Agreement”), by and between the Company and Cowen and Company, LLC. The Company will not make any sales of common stock pursuant to the Sales Agreement unless and until a new prospectus supplement is filed with the SEC; however, the Sales Agreement remains in full force and effect.

This Current Report on Form 8-K shall not constitute an offer to sell or the solicitation of an offer to buy any securities of the Company, which is being made only by means of a written prospectus meeting the requirements of Section 10 of the Securities Act of 1933, as amended, nor shall there be any sale of the Company’s securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of such jurisdiction.


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.

 

 

 

Dynavax Technologies Corporation

             

Date: May 21, 2020

 

 

By:

 

/s/ MICHAEL OSTRACH

 

 

 

Michael Ostrach

 

 

 

Senior Vice President