UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
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FORM
CURRENT REPORT
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Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
Appointment of New Director
On July 20, 2022, the Board of Directors of Codex DNA, Inc. (the “Company”) approved the expansion of the Board from six to seven members and appointed Annette Tumolo to serve as a Class III director, effective immediately, with a term expiring at the 2024 annual meeting of stockholders or until her successor has been duly elected and qualified. The Board has affirmatively determined that Ms. Tumolo is an independent director pursuant to the listing standards of The NASDAQ Stock Market. Ms. Tumolo’s compensation for service as a non-employee director will be consistent with that of the Company’s other non-employee directors, subject to proration to reflect the commencement date of her service on the Board.
Ms. Tumolo, 67, recently retired from her position as Executive Vice President and President, Life Science Group, of Bio-Rad Laboratories, Inc. effective January 4, 2022. At Bio-Rad Laboratories, Ms. Tumolo was appointed Executive Vice President, President, Life Science Group in September 2017. Previously she was Executive Vice President and General Manager of the Digital Biology Group from 2015 to 2017, Senior Vice President of the Digital Biology Center from 2014 to 2015, and Vice President, Director of the Digital Biology Center from 2012 to 2014. Prior to that she held various positions within Bio-Rad Laboratories since joining it in 1989, including Vice President and Division Manager of the Gene Expression Division, and Business Unit Manager of the Molecular Biology Business Unit. Ms. Tumolo received a M.S. from the Department of Botany and Plant Pathology at Michigan State University and a B.S. in Biological Sciences from Rutgers University.
There are no arrangements or understandings between Ms. Tumolo and any other person pursuant to which Ms. Tumolo was appointed as a director of the Company. Ms. Tumolo has no family relationships with any of the Company’s directors or executive officers, and, other than as described above, Ms. Tumolo does not have any direct or indirect material interest in any transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K.
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.
| CODEX DNA, INC. | ||||||
| Date: July 22, 2022 | ||||||
| By: | /s/ Todd R. Nelson | |||||
| Todd R. Nelson | ||||||
| Chief Executive Officer | ||||||