Attached files

file filename
EX-3.1 - EX-3.1 - CRISPR Therapeutics AGd419003dex31.htm

 

 

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 18, 2017

 

 

CRISPR THERAPEUTICS AG

(Exact Name of Company as Specified in Charter)

 

 

 

Switzerland   001-37923   Not Applicable

(State or Other Jurisdiction

of Incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

Baarerstrasse 14

6300 Zug

Switzerland

+41 61 228 7800

(Address, Including Zip Code, and Telephone Number, Including Area Code, of Registrant’s Principal Executive Offices)

Aeschenvorstadt 36

4051 Basel

Switzerland

(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))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934.

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 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year

As previously reported, at the 2017 Annual General Meeting of Shareholders of the Company, the Company’s shareholders approved amendments to its Articles of Association to increase the Company’s conditional share capital for employee benefit plans and to change the Company’s registered office from Basel, Switzerland to Zug, Switzerland. The Company’s amended and restated Articles of Association became effective upon registration in the Commercial Register in the canton of Zug, Switzerland on July 18, 2017. A copy of the amended and restated Articles of Association is attached hereto as Exhibit 3.1 and incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits:

 

Exhibit No.

  

Description

3.1    Amended and Restated Articles of Association of CRISPR Therapeutics AG, dated May 31, 2017


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.

 

    CRISPR THERAPEUTICS AG
Date: July 25, 2017     By:  

/s/ Samarth Kulkarni

      Samarth Kulkarni, Ph.D.
      President and Chief Business Officer


EXHIBIT INDEX

 

Exhibit No.

  

Description

3.1    Amended and Restated Articles of Association of CRISPR Therapeutics AG, dated May 31, 2017