🇺🇸 SECAlamar Biosciences Inc.Codex · 实盘不做把握 8/10不做原因:无增量信息
北京时间·🕒 发布 04:01:24·⟳ 抓取 04:03:56 +2m32s·⚡ 决策 09-02 04:09:22 +5m26s·55.9 天前
Alamar Biosciences任命Robert Ragusa为董事并加入三个董事会委员会
该8-K仅为董事任命及常规补偿/赔偿安排披露,不改变公司收入、资产、资本结构、控制权或药物/产品商业化路径,方向与edge均不足。
📄 原文Alamar Biosciences Inc.↗ 原文
----- d262303d8k.htm ----- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPOR…
不做 Alamar Biosciences, Inc.(ALMR.US)
例行董事任命不构成基本面或资本结构催化,无法建立正期望交易。
展开详情(成交明细 / 研究档案 / 原文全文 / 决策记录链)
研究档案
结论摘要
原始SEC 8-K显示Alamar Biosciences新增一名独立董事并安排其进入三个董事会委员会,同时明确无特殊选任安排和关联交易。该事件属于公司治理例行披露,无法形成可量化业绩增量或短线预期差,因此不做ALMR.US。
🔎 新鲜度:最早出现 2026-09-01 · 扩散 low · price-in 风险 low ↗
主要风险
- 若后续另有控制权、融资、并购或战略合作披露,需要作为新事件重新评估。
先例如何影响了这次决策
对本次决策的影响:事件层面已足以排除交易,先例不会改变标的、方向或订单。
方向:例行董事任命缺少可交易方向,未使用外部先例校准。
涨幅量级:无收入、利润、现金流或市值弹性量级可估。
形态:无需用历史涨跌样本判断例行治理公告。
原文全文
展开原文 · 3,627 字
----- d262303d8k.htm -----
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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):
August 28, 2026
Alamar Biosciences, Inc.
(Exact name of registrant as specified in its charter)
Delaware
001-43235
36-4899036
(State or other jurisdiction
of incorporation)
(Commission
File Number)
(IRS Employer
Identification No.)
47071 Bayside Parkway
Fremont
,
California
94538
(Address of principal executive offices, including zip code)
(510)
626-9888
(Registrant’s telephone number, including area code)
N/A
(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, par value $0.0001 per share
ALMR
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 August 28, 2026, the board of directors (the “Board”) of Alamar Biosciences, Inc. (the “Company”) appointed Robert Ragusa to the Board, effective as of September 1, 2026. Mr. Ragusa will serve as a Class I Director, with an initial term expiring at the Company’s 2027 Annual Meeting of Stockholders. Mr. Ragusa was also appointed to the Audit Committee, Compensation Committee, and Nominating and Corporate Governance Committee of the Board.
Mr. Ragusa will be compensated as a member of the Board under the terms of the Company’s
Non-Employee
Director Compensation Policy substantially as described in the Company’s final prospectus filed with the U.S. Securities and Exchange Commission on April 17, 2026.
Mr. Ragusa will enter into the Company’s standard form of indemnification agreement. There were no arrangements or understandings between Mr. Ragusa and any other persons pursuant to which he was selected as a director, and there are no related person transactions within the meaning of Item 404(a) of Regulation
S-K
promulgated by the U.S. Securities and Exchange Commission between Mr. Ragusa and the Company required to be disclosed herein.
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.
Date: September 1, 2026
Alamar Biosciences, Inc.
By:
/s/ Justin McAnear
Justin McAnear
Chief Financial Officer
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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):
August 28, 2026
Alamar Biosciences, Inc.
(Exact name of registrant as specified in its charter)
Delaware
001-43235
36-4899036
(State or other jurisdiction
of incorporation)
(Commission
File Number)
(IRS Employer
Identification No.)
47071 Bayside Parkway
Fremont
,
California
94538
(Address of principal executive offices, including zip code)
(510)
626-9888
(Registrant’s telephone number, including area code)
N/A
(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, par value $0.0001 per share
ALMR
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 August 28, 2026, the board of directors (the “Board”) of Alamar Biosciences, Inc. (the “Company”) appointed Robert Ragusa to the Board, effective as of September 1, 2026. Mr. Ragusa will serve as a Class I Director, with an initial term expiring at the Company’s 2027 Annual Meeting of Stockholders. Mr. Ragusa was also appointed to the Audit Committee, Compensation Committee, and Nominating and Corporate Governance Committee of the Board.
Mr. Ragusa will be compensated as a member of the Board under the terms of the Company’s
Non-Employee
Director Compensation Policy substantially as described in the Company’s final prospectus filed with the U.S. Securities and Exchange Commission on April 17, 2026.
Mr. Ragusa will enter into the Company’s standard form of indemnification agreement. There were no arrangements or understandings between Mr. Ragusa and any other persons pursuant to which he was selected as a director, and there are no related person transactions within the meaning of Item 404(a) of Regulation
S-K
promulgated by the U.S. Securities and Exchange Commission between Mr. Ragusa and the Company required to be disclosed herein.
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.
Date: September 1, 2026
Alamar Biosciences, Inc.
By:
/s/ Justin McAnear
Justin McAnear
Chief Financial Officer
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