Explanatory Note
This Current Report on Form 8-K/A is being filed to amend the Current Report on Form 8-K, filed by NexImmune, Inc. (the “Company”) with the Securities and Exchange Commission on November 2, 2023 (the “Original Report”) to update the Company’s disclosures under Item 2.05 of the Original Report. The Original Report otherwise remains unchanged.
| Item 2.05 | Costs Associated with Exit or Disposal Activities. |
As previously disclosed in the Original Report, on October 31, 2023, the Company announced a reduction-in-force of substantially all of the Company’s employees, other than key members of management necessary to implement the wind up and support the efforts to maximize the value of the Company’s business and assets. At the time of the filing of the Original Report, the Company was unable to estimate the total amount or range of amounts expected to be incurred in connection with the reduction-in-force.
As disclosed in its Form 10-Q for the quarter ending September 30, 2023, the Company now estimates the costs incurred in connection with the reduction-in-force to be $0.6 million which is expected to be incurred through the quarter ending December 31, 2023. The Company may incur additional costs as it finalizes all of the actions to be taken.
Forward Looking Statements
This Current Report on Form 8-K/A contains forward-looking statements, including statements made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. These statements may be identified by words and phrases such as “aims,” “anticipates,” “believes,” “could,” “designed to,” “estimates,” “expects,” “forecasts,” “goal,” “intends,” “may,” “plans,” “possible,” “potential,” “seeks,” “will,” and variations of these words and phrases or similar expressions that are intended to identify forward-looking statements. These forward-looking statements include, without limitation, statements regarding the Company’s estimate of costs that it expects to incur in connection with the reduction-in-force. Any such statements that are not statements of historical fact may be deemed to be forward-looking statements.
Any forward-looking statements are based on the Company’s current expectations, estimates and projections only as of the date of this Current Report on Form 8-K/A and are subject to a number of risks and uncertainties that could cause actual results to differ materially and adversely from those set forth in or implied by such forward-looking statements. For a discussion of these and other risks and uncertainties, and other important factors, any of which could cause the Company’s actual results to differ materially and adversely from those contained in the forward-looking statements, see the section entitled “Risk Factors” in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2022 and our subsequent periodic reports on Form 10-Q, as well as discussions of potential risks, uncertainties, and other important factors in the Company’s other filings with the SEC. The Company explicitly disclaims any obligation to update any forward-looking statements except to the extent required by law.
