Item 2.02 Results of Operations and Financial Condition.
On July 1, 2021, Outset Medical, Inc. (the “Company”) issued a press release announcing a preliminary revenue range for the second fiscal quarter of 2021. This financial information is a preliminary estimate and subject to change or adjustment in connection with the completion of the Company’s quarter-end closing process and the preparation of its unaudited financial statements for the second fiscal quarter of 2021, which will be contained in the Company’s related Quarterly Report on Form 10-Q. A copy of the Company’s press release is furnished herewith as Exhibit 99.1.
The information contained in this Item 2.02 and Exhibit 99.1 hereto shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference into any other filing under the Securities Act of 1933, as amended (the “Securities Act”), or the Exchange Act, except as expressly set forth by specific reference in such a filing.
Item 5.02 Departure of Directors of Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On June 28, 2021, Rebecca Chambers notified the Company of her decision to resign from her role as the Company’s Chief Financial Officer, Principal Financial Officer and Principal Accounting Officer to pursue another opportunity, with such resignation effective as of July 16, 2021 (the “Effective Date”). Ms. Chambers’ decision to resign is not related to any disagreement with the Company or its independent registered public accountants on any matter relating to the Company’s financial or accounting operations, policies or practices. The Company would like to thank Ms. Chambers for her contributions to the Company and wish her continued success in her future endeavors.
On June 29, 2021, the Company’s Board of Directors appointed Nabeel Ahmed, the Company’s Vice President, Finance, to serve as Interim Chief Financial Officer, Principal Financial Officer and Principal Accounting Officer of the Company effective as of the Effective Date, until such time as a permanent replacement is named.
Mr. Ahmed, age 45, joined the Company in May 2020 as Vice President, Controller and was named Vice President, Finance in May 2021. Prior to joining the Company, Mr. Ahmed served as Vice President, Finance at 8x8, Inc., a communications platform provider, from April 2019 through January 2020, and as Vice President, Finance at Vocera Communications, Inc., a provider of clinical communication and workflow solutions, from December 2014 through April 2019. Prior to that, he held various leadership positions in accounting and finance, including as CFO at Wanderful Media from 2013 to 2014, as well as Vice President, Finance and then CFO at MarketTools, Inc. from 2009 to 2012. Earlier in his career, Mr. Ahmed held various positions of increasing responsibility at Ernst & Young LLP from 1997 to 2004 and at eBay, Inc. from 2004 to 2008. Mr. Ahmed holds a Bachelor of Commerce from Laurentian University and an M.B.A. from The Wharton School, University of Pennsylvania.
In connection with Mr. Ahmed’s appointment as the Company’s Interim Chief Financial Officer, Principal Financial Officer and Principal Accounting Officer, on June 30, 2021, the Compensation Committee of the Board of Directors approved the following additional compensation to be awarded to Mr. Ahmed: (i) a $75,000 cash bonus to be paid immediately following the Effective Date and (ii) a restricted stock unit award to be granted on the Effective Date, valued at $75,000 as of the date of grant, which will vest in full on the one-year anniversary of the date of grant, subject to Mr. Ahmed’s continuous service through such date. Mr. Ahmed also entered into the Company’s standard director and officer indemnification agreement effective as of the Effective Date, the form of which was previously filed by the Company as Exhibit 10.1 to Amendment No. 1 to the Company’s Registration Statement on Form S-1/A (Registration No. 333-248225), filed with the Securities and Exchange Commission on September 9, 2020.
There are no arrangements or understandings between Mr. Ahmed and any other persons pursuant to which he was appointed as Interim Chief Financial Officer, Principal Financial Officer and Principal Accounting Officer. In addition, there are no family relationships between Mr. Ahmed and any other director or executive officer of the Company, and Mr. Ahmed has no direct or indirect material interest in any transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K.
