As filed with the Securities and Exchange Commission on March 10, 2022
Registration No. 333-
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM S-8
REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933
Design Therapeutics, Inc.
(Exact name of registrant as specified in its charter)
| Delaware | 82-3929248 | |
(State or other jurisdiction of incorporation or organization) | (I.R.S. Employer Identification No.) | |
6005 Hidden Valley Road, Suite 110 Carlsbad, California | 92011 | |
| (Address of Principal Executive Offices) | (Zip Code) | |
2021 Equity Incentive Plan
2021 Employee Stock Purchase Plan
(Full titles of the plans)
João Siffert, M.D.
President and Chief Executive Officer
Design Therapeutics, Inc.
6005 Hidden Valley Road, Suite 110
Carlsbad, California 92011
(858) 293-4900
(Name, address, including zip code, and telephone number, including area code, of agent for service)
Copies to:
Kenneth J. Rollins, Esq.
Asa M. Henin, Esq.
Cooley LLP
4401 Eastgate Mall
San Diego, California 92121
(858) 550-6000
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
| Large accelerated filer | ☐ | Accelerated Filer | ☐ | |||
| Non-accelerated filer | ☒ | Smaller reporting company | ☒ | |||
| 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 7(a)(2)(B) of the Securities Act. ☒
INCORPORATION OF DOCUMENTS BY REFERENCE
This Registration Statement is being filed for the purpose of increasing the number of securities of the same class as other securities for which a Registration Statement of the Registrant on Form S-8 relating to the same employee benefit plan is effective.
The Registrant previously registered shares of Common Stock for issuance under its 2021 Equity Incentive Plan and its 2021 Employee Stock Purchase Plan under a Registration Statement on Form S-8, filed with the Securities and Exchange Commission on March 26, 2021.
Pursuant to General Instruction E to Form S-8, this Registration Statement hereby incorporates by reference the contents of the Registration Statement referenced above.
| ITEM 8. | EXHIBITS. |
Pursuant to the requirements of the Securities Act of 1933, as amended, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-8 and has duly caused this registration statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Carlsbad, State of California, on March 10, 2022.
| DESIGN THERAPEUTICS, INC. | ||
| By: | /s/ João Siffert, M.D. | |
| João Siffert, M.D. | ||
| President and Chief Executive Officer | ||
POWER OF ATTORNEY
KNOW ALL BY THESE PRESENTS, that each person whose signature appears below constitutes and appoints Pratik Shah, Ph.D. and João Siffert, M.D., and each of them, as his or her true and lawful attorneys-in-fact and agents, each with the full power of substitution, for him or her and in his or her name, place or stead, in any and all capacities, to sign any and all amendments to this registration statement (including post-effective amendments), and to file the same, with exhibits thereto and other documents in connection therewith, with the Securities and Exchange Commission, granting unto said attorneys-in-fact and agents, and each of them, full power and authority to do and perform each and every act and thing requisite and necessary to be done in and about the premises, as fully to all intents and purposes as he or she might or could do in person, hereby ratifying and confirming all that said attorneys-in-fact and agents, or their substitute or substitutes, may lawfully do or cause to be done by virtue hereof.
Pursuant to the requirements of the Securities Act of 1933, as amended, this registration statement on Form S-8 has been signed by the following persons in the capacities and on the dates indicated.
Signature | Title | Date | ||
/s/ João Siffert, M.D. João Siffert, M.D. | President, Chief Executive Officer and Director (Principal Executive and Financial Officer) | March 10, 2022 | ||
/s/ Pratik Shah, Ph.D. Pratik Shah, Ph.D. | Executive Chairperson and Director | March 10, 2022 | ||
/s/ Julie Burgess Julie Burgess | Chief Accounting Officer (Principal Accounting Officer) | March 10, 2022 | ||
/s/ Simeon George, M.D. Simeon George, M.D. | Director | March 10, 2022 | ||
/s/ Stella Xu, Ph.D. Stella Xu, Ph.D. | Director | March 10, 2022 | ||
/s/ Rodney Lappe, Ph.D. Rodney Lappe, Ph.D. | Director | March 10, 2022 | ||
/s/ John Schmid John Schmid | Director | March 10, 2022 | ||
/s/ Arsani William, M.D. Arsani William, M.D. | Director | March 10, 2022 | ||
/s/ Heather Behanna, Ph.D. Heather Behanna, Ph.D. | Director | March 10, 2022 | ||
/s/ Deepa Prasad Deepa Prasad | Director | March 10, 2022 | ||
