エドガーで原本を確認する
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
October 16, 2023
Date of Report (Date of earliest event reported)
DBV Technologies S.A.
(Exact name of registrant as specified in its charter)
| France | 001-36697 | Not applicable | ||
|
(State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
|
177-181 avenue Pierre Brossolette 92120 Montrouge France |
Not Applicable | |
| (Address of principal executive offices) | (Zip Code) |
Registrant’s telephone number, including area code: +33 1 55 42 78 78
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 Instructions 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 |
Name of each exchange on which registered |
||
| Ordinary shares, nominal value €0.10 per share | n/a | The Nasdaq Stock Market LLC * | ||
| American Depositary Shares, each representing one- half of one ordinary share, nominal value €0.10 per share | DBVT | The Nasdaq Stock Market LLC |
| * | Not for trading, but only in connection with the listing of the American Depositary Shares on 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. |
On October 16, 2023, DBV Technologies S.A. (the “Company”) announced the appointment of Virginie Boucinha as the Company’s Chief Financial Officer and principal accounting officer, effective as of November 6, 2023. In addition, the Company announced that Sébastien Robitaille, who currently serves as the Company’s Chief Financial Officer, will separate employment with the Company effective November 17, 2023 to pursue other opportunities.
Ms. Boucinha, 53, has served as Group Performance Director of the Pierre Fabre Group, a pharmaceutical company, since February 2022. Prior to Pierre Fabre Group, Ms. Boucinha spent over fifteen years through July 2021 with Sanofi, a pharmaceutical manufacturing company, where she served in progressively senior finance and operational leadership roles. In her most recent roles, she was the Global Transformation Office Head from May 2018 to July 2021, where she was a member of the senior leadership team responsible for company structural organization and governance redesign and implementation, and Chief of Staff to the CEO from July 2015 to March 2018, where she handled the chief executive officer and executive committee agenda and coordination, the chief executive officer briefing and strategic projects. Ms. Boucinha is a graduate of Ecole Superieure de Gestion where she obtained a Master of Business Administration.
Ms. Boucinha was not selected as an officer pursuant to any arrangements or understandings with the Company or with any other person, there are no family relationships between Ms. Boucinha and any of the Company’s current or former directors or executive officers and there are no related party transactions between the Company and Ms. Boucinha that would require disclosure under Item 404(a) of Regulation S-K.
As of the filing of this Current Report on Form 8-K (this “Report”), the Company has not finalized the compensation of Ms. Boucinha in connection with her appointment as Chief Financial Officer. The Company will provide this information by filing an amendment to this Report after the information is determined or becomes available. Additionally, the Company expects to conclude a separation agreement (the “Separation Agreement”) with Mr. Robitaille that will provide for the terms of Mr. Robitaille’s separation from employment. Such Separation Agreement has not yet been finalized. The Company will provide a description of the material terms of the Separation Agreement by filing a Current Report on Form 8-K after the information is determined or becomes available.
7.01 Regulation FD Disclosure.
On October 16, 2023, the Company issued a press release with respect to the changes in the Company’s leadership, a copy of which is furnished with the Current Report as Exhibit 99.1 and incorporated into this Item 7.01 by reference. The information in this Item 7.01 of the Current Report (including Exhibit 99.1) shall not be deemed to be “filed” for purposes of Section 18 of the Exchange Act or otherwise subject to the liabilities of that Section, nor shall it be deemed incorporated by reference in any filing under the Securities Act or the Exchange Act, except as expressly set forth by specific reference in such a filing.
| Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits
Exhibit |
Description |
|
| 99.1 | Press Release, dated October 16, 2023 | |
| 104 | Cover Page Interactive Data File (the cover page XBRL tags are embedded within the inline XBRL document) | |
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 hereunto duly authorized.
| DBV Technologies S.A. | ||||||
| Dated: October 16, 2023 | ||||||
| By: | /s/ Daniel Tassé |
|||||
| Daniel Tassé | ||||||
| Chief Executive Officer | ||||||
Exhibit 99.1
|
Montrouge, France, October 16, 2023 |
DBV Technologies Announces Appointment of Virginie Boucinha as Chief Financial Officer
DBV Technologies (Euronext: DBV – ISIN: FR0010417345 – Nasdaq Stock Market: DBVT), a clinical-stage biopharmaceutical company, today announced the appointment of Virginie Boucinha as its Chief Financial Officer, effective November 6, 2023. An experienced financial and operations executive, Virginie will report directly to Daniel Tassé, Chief Executive Officer, and serve as a member of the Executive Committee.
“I am pleased to welcome Virginie to the DBV Executive Committee to lead our global financial organization,” said Daniel Tassé, Chief Executive Officer, DBV Technologies. “Virginie is collaborative, results-focused, and brings extensive experience in finance, strategy, and global management across the pharmaceutical industry. I know she will bring great value to our leadership team.”
Virginie will be responsible for DBV’s financial management and operations, information technology, strategic planning, and investor relations. Virginie brings approximately 30 years of diverse experience in the pharmaceutical industry. She most recently served as the Group Performance Director for Pierre Fabre. Prior to this, Virginie held various senior positions at Sanofi, including Chief of Staff to the Sanofi CEO, Global Transformation Office Head, and Chief Financial Officer for India and South Asia. She is trained in finance as a graduate of Ecole Superieure de Gestion where she obtained a Master of Business Administration. Virginie will be based at DBV’s headquarters in Montrouge, France.
“I am thrilled to be joining DBV Technologies at such a critical juncture,” said Ms. Boucinha. “The Company is swiftly advancing two, distinct BLAs for Viaskin in toddlers and children living with a peanut allergy. It is imperative that DBV maintains the same financial discipline that our shareholders have come to expect, while wisely positioning the Company for regulatory and commercial success. I am looking forward to this mission and to collaborating alongside the broader DBV Executive team.”
|
|
Sébastien Robitaille, Chief Financial Officer, DBV Technologies, will be leaving the Company to pursue other opportunities on November 17th. Virginie will onboard on November 6, 2023, allowing for a smooth two-week transition between executives.
“I am thankful to Sébastien for his many contributions to DBV over the years,” said Mr. Tassé. “We are fortunate to have had his guidance on the Executive Committee. As DBV’s Chief Financial Officer, Sébastien helped facilitate our corporate restructuring and upheld financial discipline. We are a more agile and flexible organization thanks to his work. I wish him the very best in his next endeavors.”
Sébastien Robitaille joined DBV in 2015 and was appointed as Chief Financial Officer in 2020.
“It has been a privilege to work alongside colleagues that are dedicated and passionate about making a difference in the lives of others,” said Sébastien Robitaille, Chief Financial Officer, DBV Technologies. ”I remain steadfast in my belief that DBV will one day provide treatment options for those living with food allergies through the Viaskin platform.”
About DBV Technologies
DBV Technologies is developing Viaskin™, an investigational proprietary technology platform with broad potential applications in immunotherapy. Viaskin is based on epicutaneous immunotherapy, or EPIT™, and is DBV Technologies’ method of delivering biologically active compounds to the immune system through intact skin. With this new class of non-invasive product candidates, the Company is dedicated to safely transforming the care of food allergic patients. DBV Technologies’ food allergies programs include ongoing clinical trials of Viaskin Peanut. DBV Technologies has global headquarters in Montrouge, France, and North American operations in Basking Ridge, NJ. The Company’s ordinary shares are traded on segment B of Euronext Paris (Ticker: DBV, ISIN code: FR0010417345) and the Company’s ADSs (each representing one-half of one ordinary share) are traded on the Nasdaq Global Select Market (Ticker: DBVT).
|
|
Forward Looking Statement
This press release may contain forward-looking statements and estimates, including, but not limited to, statements regarding the therapeutic potential of Viaskin™ Peanut and EPIT™ and DBV’s Technologies’ planned regulatory and clinical efforts, financial strategy, and leadership changes These forward-looking statements and estimates are not promises or guarantees and involve substantial risks and uncertainties and may be impacted by market conditions as well as other risks and uncertainties set forth in DBV Technologies’ regulatory filings with the Autorité des Marchés Financiers (“AMF”), DBV Technologies’ filings and reports with the U.S. Securities and Exchange Commission (“SEC”), and future filings and reports made with the AMF and SEC. Existing and prospective investors are cautioned not to place undue reliance on these forward-looking statements and estimates, which speak only as of the date hereof. Other than as required by applicable law, DBV Technologies undertakes no obligation to update or revise the information contained in this Press Release.
DBV Investor Relations Contact
Katie Matthews
+ 1 (857) 529-2363
katie.matthews@dbv-technologies.com
DBV Media Contact
Angela Marcucci
+1 (646) 842-2393
angela.marcucci@dbv-technologies.com
Viaskin and EPIT are trademarks of DBV Technologies.
