Invivyd, Inc. current report, 19 November 2021

Filing Summary

Registrant: Adagio Therapeutics, Inc. The request metadata identifies Invivyd, Inc., but the filing itself identifies Adagio Therapeutics, Inc. as the registrant.

Business Context and Reporting Period

This Form 8-K reports events occurring on or after November 19, 2021, with the report dated and signed November 22, 2021. The filing concerns board appointments, committee assignments, and a chief legal officer appointment announced through a Regulation FD press release.

Key Financial Metrics

The filing does not provide revenue, profit, cash flow, margins, debt, liquidity, operating results, or other financial metrics. It is not a financial-results filing.

Material Changes

  • Ellen Marram was appointed as a Class I director, with a term expiring at the 2022 annual meeting.
  • Redonda Miller, M.D., was appointed as a Class II director, with a term expiring at the 2023 annual meeting.
  • Ms. Marram was appointed to the Nominating and Corporate Governance Committee.
  • Dr. Miller was appointed to the Compensation Committee.
  • A November 22, 2021 press release also announced Jill Andersen as the company’s chief legal officer.

Compensation, Outlook, and Risks

  • Ms. Marram and Dr. Miller will receive standard non-employee director compensation under the company’s existing policy.
  • Both directors executed the company’s standard indemnification agreement.
  • The filing states there were no arrangements or understandings relating to their selection, no family relationships with other directors or executive officers, and no related-party transactions requiring disclosure under Item 404(a) of Regulation S-K.
  • The filing provides no financial guidance, operating outlook, contingencies, or specific risk updates.

Investor Verification Items

  • Confirm the correct issuer: the filing names Adagio Therapeutics, Inc., while the request metadata names Invivyd, Inc.
  • Review the furnished Exhibit 99.1 press release for additional details regarding the chief legal officer appointment.
  • Verify the directors’ compensation arrangements in the company’s August 6, 2021 prospectus and applicable governance documents.
  • Assess any subsequent filings for changes to board composition, executive leadership, or the company’s corporate name.