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| CIK | 1672688 |
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Absci Corporation
SEC Filings (Chronological Order)
Halaman ini menyediakan daftar lengkap dan kronologis dari Pengajuan SEC, tidak termasuk pengajuan kepemilikan yang kami sediakan di tempat lain.
| August 22, 2025 |
424B3 Table of Contents Filed Pursuant to Rule 424(b)(3) Registration Statement No. |
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| August 12, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001 |
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| August 12, 2025 |
abscicorporatepresentati from absci import denovomodel model = denovomodel.loadlatest() antigen = model.loadpdb("7olz.pdb", chain="A") antibodies = model.predict(antigen, N=300000) from abscilibrary import codonoptimizer library = codonoptimizer.reversetranslate(library) library.tocsv("covid-antibody-designs.csv") library.towetlab(assay="ACE") from absci import leadoptmodel leadoptimizer = leadopt |
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| August 12, 2025 |
Exhibit 99.1 Absci Reports Business Updates and Second Quarter 2025 Financial and Operating Results Strengthened balance sheet raising approximately $64 million in gross proceeds in July 2025; cash, cash equivalents, and short-term investments now sufficient to fund operations into the first half of 2028 Expanded ongoing collaboration with Almirall, with election of a second target focused on derm |
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| August 12, 2025 |
Calculation of Filing Fee Tables S-3 Absci Corp Table 1: Newly Registered and Carry Forward Securities ☐Not Applicable Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry Forward Form Type Carry Forward File Number Carry Forward Initial Effective Date Filing Fee Previously Paid in Connection with Unsold Securities to be Carried Forward Newly Registered Securities Equity Common Stock, par value $0. |
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| August 12, 2025 |
EX-1.2 Exhibit 1.2 ABSCI CORPORATION $100,000,000 COMMON STOCK SALES AGREEMENT August 12, 2025 TD Securities (USA) LLC 1 Vanderbilt Avenue New York, New York 10017 Ladies and Gentlemen: Absci Corporation, a Delaware corporation (the “Company”), confirms its agreement (this “Agreement”) with TD Securities (USA) LLC (“TD Cowen”), as follows: 1. Issuance and Sale of Placement Shares. The Company agre |
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| August 12, 2025 |
abscicorporatepresentati from absci import denovomodel model = denovomodel.loadlatest() antigen = model.loadpdb("7olz.pdb", chain="A") antibodies = model.predict(antigen, N=300000) from abscilibrary import codonoptimizer library = codonoptimizer.reversetranslate(library) library.tocsv("covid-antibody-designs.csv") library.towetlab(assay="ACE") from absci import leadoptmodel leadoptimizer = leadopt |
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| August 12, 2025 |
As filed with the Securities and Exchange Commission on August 12, 2025 S-3 Table of Contents As filed with the Securities and Exchange Commission on August 12, 2025 Registration No. |
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| August 12, 2025 |
EX-4.6 Exhibit 4.6 ABSCI CORPORATION Issuer AND [TRUSTEE], Trustee INDENTURE Dated as of [ ] Subordinated Debt Securities TABLE OF CONTENTS1 Page Article 1 DEFINITIONS 1 Section 1.01 Definitions of Terms 1 Article 2 ISSUE, DESCRIPTION, TERMS, EXECUTION, REGISTRATION AND EXCHANGE OF SECURITIES 4 Section 2.01 Designation and Terms of Securities 4 Section 2.02 Form of Securities and Trustee’s Certifi |
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| August 12, 2025 |
Form of indenture for senior debt securities and the related form of senior debt security. EX-4.5 Exhibit 4.5 ABSCI CORPORATION Issuer AND [TRUSTEE], Trustee INDENTURE Dated as of [ ] Senior Debt Securities TABLE OF CONTENTS1 Page Article 1 DEFINITIONS 1 Section 1.01 Definitions of Terms 1 Article 2 ISSUE, DESCRIPTION, TERMS, EXECUTION, REGISTRATION AND EXCHANGE OF SECURITIES 4 Section 2.01 Designation and Terms of Securities. 4 Section 2.02 Form of Securities and Trustee’s Certificate |
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| August 12, 2025 |
Financial Statements and Exhibits, Results of Operations and Financial Condition, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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 12, 2025 ABSCI CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-40646 85-3383487 (State or other jurisdiction of incorporation) (Commission File |
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| August 12, 2025 |
Exhibit 99.1 Absci Reports Business Updates and Second Quarter 2025 Financial and Operating Results Strengthened balance sheet raising approximately $64 million in gross proceeds in July 2025; cash, cash equivalents, and short-term investments now sufficient to fund operations into the first half of 2028 Expanded ongoing collaboration with Almirall, with election of a second target focused on derm |
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| August 12, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A 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 12, 2025 ABSCI CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-40646 85-3383487 (State or other jurisdiction of incorporation) (Commission Fil |
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| July 25, 2025 |
Absci Announces Proposed Public Offering of Common Stock Exhibit 99.1 Absci Announces Proposed Public Offering of Common Stock VANCOUVER, WA – July 24, 2025 — Absci Corporation (Nasdaq: ABSI) (“Absci”), a clinical-stage biopharmaceutical company advancing potential breakthrough therapeutics designed with generative AI, announced today that it has commenced an underwritten public offering of $50 million of shares of its common stock. Absci also intends t |
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| July 25, 2025 |
Underwriting Agreement dated July 24, 2025. Exhibit 1.1 ABSCI CORPORATION 16,670,000 Shares of Common Stock Underwriting Agreement July 24, 2025 Morgan Stanley & Co. LLC J.P. Morgan Securities LLC Jefferies LLC TD Securities (USA) LLC As Representatives of the several Underwriters listed in Schedule 1 hereto c/o Morgan Stanley & Co. LLC 1585 Broadway New York, New York 10036 c/o J.P. Morgan Securities LLC 383 Madison Avenue New York, New Yo |
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| July 25, 2025 |
Absci Announces Pricing of Public Offering of Common Stock Exhibit 99.2 Absci Announces Pricing of Public Offering of Common Stock VANCOUVER, WA – July 24, 2025 — Absci Corporation (Nasdaq: ABSI) (“Absci”), a clinical-stage biopharmaceutical company advancing potential breakthrough therapeutics designed with generative AI, today announced the pricing of an underwritten public offering of 16,670,000 shares of its common stock at a public offering price of |
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| July 25, 2025 |
16,670,000 Shares Absci Corporation Common Stock Table of Contents Filed pursuant to Rule 424(b)(5) Registration No. 333-267043 PROSPECTUS SUPPLEMENT (to Prospectus dated September 2, 2022) 16,670,000 Shares Absci Corporation Common Stock We are offering 16,670,000 shares of our common stock, par value $0.0001 per share (the “common stock”). Our common stock is listed on The Nasdaq Global Select Market under the symbol “ABSI”. On July 23, 2025, |
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| July 25, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): July 25, 2025 ABSCI CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-40646 85-3383487 (State or other jurisdiction of incorporation) (Commission File Nu |
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| July 24, 2025 |
SUBJECT TO COMPLETION, DATED JULY 24, 2025 424B5 Table of Contents Filed pursuant to Rule 424(b)(5) Registration No. 333-267043 The information in this preliminary prospectus supplement is not complete and may be changed. A registration statement relating to these securities has been filed with the Securities and Exchange Commission and is effective. This preliminary prospectus supplement and the accompanying prospectus are not an offer to |
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| July 8, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): July 7, 2025 ABSCI CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-40646 85-3383487 (State or other jurisdiction of incorporation) (Commission File Num |
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| June 12, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): June 11, 2025 ABSCI CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-40646 85-3383487 (State or other jurisdiction of incorporation) (Commission File Nu |
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| May 13, 2025 |
Exhibit 99.1 Absci Reports Business Updates and First Quarter 2025 Financial and Operating Results Initiated dosing of participants in the first-in-human study of ABS-101 (anti-TL1A antibody), with interim data expected in the second half of 2025 ABS-201 (anti-PRLR) non-human primate (NHP) data demonstrate extended half life and high subcutaneous bioavailability; anticipate Phase 1 initiation in e |
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| May 13, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): May 13, 2025 ABSCI CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-40646 85-3383487 (State or other jurisdiction of incorporation) (Commission File Num |
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| May 13, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 00 |
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| May 13, 2025 |
GENERATIVE AI ABSCI CORPORATION 2025 ALL RIGHTS RESERVED DRUG CREATION PIPELINE PROGRAM UPDATES MAY 2025 2N O N - C O N F I D E N T I A L C O P Y R I G H T © 2 0 2 5 A B S C I C O R P O R A T I O N . |
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| April 28, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive |
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| April 28, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): April 25, 2025 ABSCI CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-40646 85-3383487 (State or other jurisdiction of incorporation) (Commission File N |
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| April 28, 2025 |
a2024q410kasfiled31825 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| April 28, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive |
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| April 11, 2025 |
Up to 5,714,285 Shares of Common Stock Offered by the Selling Stockholder Table of Contents Filed Pursuant to Rule 424(b)(3) Registration Statement No. 333-286307 PROSPECTUS Up to 5,714,285 Shares of Common Stock Offered by the Selling Stockholder Absci Corporation Common Stock This prospectus relates to the proposed resale or other disposition from time to time by the selling stockholder identified in this prospectus (the Selling Stockholder) of up to an aggregate of |
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| April 8, 2025 |
Absci Corporation 18105 SE Mill Plain Blvd. Vancouver, WA 98683 Absci Corporation 18105 SE Mill Plain Blvd. Vancouver, WA 98683 April 8, 2025 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance – Office of Industrial Applications and Services 100 F Street, N.E. Washington, D.C. 20549 Re: Absci Corporation Registration Statement on Form S-3 File No. 333-286307 Request for Acceleration Ladies and Gentlemen: Pursuant to Rule 461 under the |
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| April 1, 2025 |
As filed with the Securities and Exchange Commission on April 1, 2025 As filed with the Securities and Exchange Commission on April 1, 2025 Registration No. |
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| April 1, 2025 |
Exhibit 107 Calculation of Filing Fees Table Form S-3 (Form Type) Absci Corporation (Exact name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation on or Carry Forward Rule Amount Registered (1) Proposed Maximum Offering Price Per Unit (2) Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Newly Registered Securities Fees to be Paid Equity Common Stock, par value $0. |
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| March 18, 2025 |
, dated as of January 7, 2025. Exhibit 4.4 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of January 7, 2025, is entered into by and among Absci Corporation, a Delaware corporation (the “Company”), and Advanced Micro Devices, Inc., a Delaware corporation (the “Investor”). Capitalized terms used herein and not otherwise defined herein shall have the respective meanings set forth in |
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| March 18, 2025 |
Exhibit 19.1 ABSCI CORPORATION Code of Business Conduct and Ethics I.Purpose and Scope The Board of Directors of Absci Corporation, a Delaware corporation (together with its subsidiaries, the “Company”), has adopted this Code of Business Conduct and Ethics (this “Code”) to aid the Company’s directors, officers and employees in making ethical and legal decisions when conducting the Company’s busine |
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| March 18, 2025 |
Exhibit 107 Calculation of Filing Fee Tables Form S-8 (Form Type) Absci Corporation (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered(1) Proposed Maximum Offering Price Per Share Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Equity Common Stock, $0. |
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| March 18, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-406 |
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| March 18, 2025 |
Exhibit 99.1 Absci Reports Business Updates and Fourth Quarter and Full Year 2024 Financial and Operating Results Unveiled updates across proprietary pipeline and demonstrated new breakthroughs by AI platform at 2024 R&D Day Entered into collaboration with AMD, including $20 million strategic investment in Absci Achieved 2024 outlook for drug creation partnerships through collaborations with Owkin |
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| March 18, 2025 |
Subsidiaries of the Registrant. Exhibit 21.1 Subsidiaries of the Registrant Name of Subsidiary Jurisdiction AbSci, LLC Delaware Absci GmbH Switzerland Target Discovery Merger Sub II, LLC Delaware De Novo Design, LLC Delaware Absci Ltd United Kingdom Absci d.o.o. Beograd Serbia Absci Pty Ltd Australia |
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| March 18, 2025 |
generalcorporatepresenta from absci import denovomodel model = denovomodel.loadlatest() antigen = model.loadpdb("7olz.pdb", chain="A") antibodies = model.predict(antigen, N=300000) from abscilibrary import codonoptimizer library = codonoptimizer.reversetranslate(library) library.tocsv("covid-antibody-designs.csv") library.towetlab(assay="ACE") from absci import leadoptmodel leadoptimizer = leadopt |
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| March 18, 2025 |
As filed with the Securities and Exchange Commission on March 18, 2025 Registration No. |
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| March 18, 2025 |
Financial Statements and Exhibits, Results of Operations and Financial Condition, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): March 18, 2025 ABSCI CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-40646 85-3383487 (State or other jurisdiction of incorporation) (Commission File N |
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| January 15, 2025 |
GENERATIVE AI ABSCI CORPORATION 2025 ALL RIGHTS RESERVED DRUG CREATION 2025 J.P. MORGAN HEALTHCARE CONFERENCE 2C O P Y R I G H T © 2 0 2 5 A B S C I C O R P O R A T I O N . A L L R I G H T S R E S E R V E D . Disclaimers Forward-Looking Statements Certain statements in this presentation that are not historical facts are considered forward-looking within the meaning of Section 27A of the Securities |
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| January 15, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): January 15, 2025 ABSCI CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-40646 85-3383487 (State or other jurisdiction of incorporation) (Commission File |
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| November 14, 2024 |
ABSI / Absci Corporation / ALGER ASSOCIATES INC - ABSCI CORPORATION Passive Investment SC 13G 1 d894382dsc13g.htm ABSCI CORPORATION UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Absci Corporation (Name of Issuer) Common Stock (Title of Class of Securities) 00091E109 (CUSIP Number) September 30, 2024 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to de |
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| November 12, 2024 |
from absci import denovomodel model = denovomodel.loadlatest() antigen = model.loadpdb("7olz.pdb", chain="A") antibodies = model.predict(antigen, N=300000) from abscilibrary import codonoptimizer library = codonoptimizer.reversetranslate(library) library.tocsv("covid-antibody-designs.csv") library.towetlab(assay="ACE") from absci import leadoptmodel leadoptimizer = leadoptmodel.loadlatest() librar |
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| November 12, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file numbe |
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| November 12, 2024 |
Exhibit 99.1 Absci Reports Business Updates and Third Quarter 2024 Financial and Operating Results Successfully delivered AI de novo designed antibody sequences to AstraZeneca, fulfilling first milestone under collaboration Entered into collaboration with Twist Bioscience to design a novel antibody using generative AI VANCOUVER, Wash. and NEW YORK, November 12, 2024 – Absci Corporation (Nasdaq: AB |
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| November 12, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): November 12, 2024 ABSCI CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-40646 85-3383487 (State or other jurisdiction of incorporation) (Commission Fil |
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| September 4, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): September 4, 2024 ABSCI CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-40646 85-3383487 (State or other jurisdiction of incorporation) (Commission Fil |
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| August 14, 2024 |
2021 Stock Option and Incentive Plan and forms of award agreements thereunder. Exhibit 10.1 ABSCI CORPORATION 2021 STOCK OPTION AND INCENTIVE PLAN SECTION 1. GENERAL PURPOSE OF THE PLAN; DEFINITIONS The name of the plan is the Absci Corporation 2021 Stock Option and Incentive Plan (the “Plan”). The purpose of the Plan is to encourage and enable the officers, employees, Non-Employee Directors and Consultants of Absci Corporation (the “Company”) and its Affiliates upon whose j |
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| August 14, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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 14, 2024 ABSCI CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-40646 85-3383487 (State or other jurisdiction of incorporation) (Commission File |
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| August 14, 2024 |
Employment Agreement, by and between Absci Corporation and Shelby Walker, dated Exhibit 10.2 EMPLOYMENT AGREEMENT This Employment Agreement (“Agreement”) is made between Absci Corporation, a Delaware corporation (the “Company”), and Shelby Walker (the “Executive”). WHEREAS, the Company desires to employ the Executive and the Executive desires to be employed by the Company beginning on June 27, 2024 (the “Effective Date”) on the terms and conditions contained herein. NOW, THER |
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| August 14, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001 |
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| August 14, 2024 |
generalcorporatepresenta from absci import denovomodel model = denovomodel.loadlatest() antigen = model.loadpdb("7olz.pdb", chain="A") antibodies = model.predict(antigen, N=300000) from abscilibrary import codonoptimizer library = codonoptimizer.reversetranslate(library) library.tocsv("covid-antibody-designs.csv") library.towetlab(assay="ACE") from absci import leadoptmodel leadoptimizer = leadopt |
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| August 14, 2024 |
Exhibit 99.1 Absci Reports Business Updates and Second Quarter 2024 Financial and Operating Results Released results from non-human primate studies for ABS-101, demonstrating 2-3x extended half-life as compared to antibodies in clinical development Entered into collaboration with Memorial Sloan Kettering Cancer Center to co-develop up to six novel oncology therapeutics VANCOUVER, Wash. and NEW YOR |
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| June 14, 2024 |
Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): June 12, 2024 ABSCI CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-40646 85-3383487 (State or other jurisdiction of incorporation) (Commission File Nu |
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| May 14, 2024 |
and Restated Non-Employee Director Compensation Policy Exhibit 10.1 ABSCI CORPORATION NON-EMPLOYEE DIRECTOR COMPENSATION POLICY The purpose of this Non-Employee Director Compensation Policy (as amended, restated or otherwise modified from time to time, the “Policy”) of Absci Corporation (the “Company”) is to provide a total compensation package that enables the Company to attract and retain, on a long-term basis, high-caliber directors who are not emp |
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| May 14, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 00 |
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| May 14, 2024 |
Exhibit 99.1 Absci Reports Business Updates and First Quarter 2024 Financial and Operating Results Initiated IND-enabling studies for ABS-101 in February Continuing to advance ABS-201 and ABS-301 through preclinical studies VANCOUVER, Wash. and NEW YORK, May 14, 2024 – Absci Corporation (Nasdaq: ABSI), a data-first generative AI drug creation company, today reported financial and operating results |
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| May 14, 2024 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): May 14, 2024 ABSCI CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-40646 85-3383487 (State or other jurisdiction of incorporation) (Commission File Num |
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| April 23, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-40646 ABSCI CORPORATI |
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| April 23, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive |
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| April 23, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive |
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| March 21, 2024 |
Exhibit 10.2 ABSCI CORPORATION 2021 STOCK OPTION AND INCENTIVE PLAN SECTION 1. GENERAL PURPOSE OF THE PLAN; DEFINITIONS The name of the plan is the Absci Corporation 2021 Stock Option and Incentive Plan (the “Plan”). The purpose of the Plan is to encourage and enable the officers, employees, Non-Employee Directors and Consultants of Absci Corporation (the “Company”) and its Affiliates upon whose j |
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| March 21, 2024 |
Exhibit 99.1 Absci Reports Business Updates and Fourth Quarter and Full Year 2023 Financial and Operating Results Initiated IND-enabling studies for ABS-101, a potential best-in-class anti-TL1A antibody Entered into collaboration with AstraZeneca for up to $247M in deal value, plus royalties Strengthened balance sheet raising approximately $86M in gross proceeds through underwritten common stock o |
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| March 21, 2024 |
(filed as Exhibit 97.1 to the Annual Report on Form 10- Exhibit 97.1 ABSCI CORPORATION COMPENSATION RECOVERY POLICY As adopted on ADOPTION DATE Absci Corporation (the “Company”) is committed to strong corporate governance. As part of this commitment, the Company’s Board of Directors (the “Board”) has adopted this clawback policy called the Compensation Recovery Policy (the “Policy”). The Policy is intended to further the Company’s pay-for-performance p |
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| March 21, 2024 |
As filed with the Securities and Exchange Commission on March 21, 2024 Registration No. |
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| March 21, 2024 |
Exhibit 21.1 Subsidiaries of the Registrant Name of Subsidiary Jurisdiction AbSci, LLC Delaware Absci GmbH Switzerland Target Discovery Merger Sub II, LLC Delaware De Novo Design, LLC Delaware Absci Ltd United Kingdom Absci d.o.o. Beograd Serbia |
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| March 21, 2024 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): March 21, 2024 ABSCI CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-40646 85-3383487 (State or other jurisdiction of incorporation) (Commission File N |
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| March 21, 2024 |
Exhibit 107 Calculation of Filing Fee Tables Form S-8 (Form Type) Absci Corporation (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered(1) Proposed Maximum Offering Price Per Share Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Equity Common Stock, $0. |
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| March 21, 2024 |
2023 Inducement Plan and forms of a Exhibit 10.4 ABSCI CORPORATION 2023 INDUCEMENT PLAN SECTION 1. GENERAL PURPOSE OF THE PLAN; DEFINITIONS The name of the plan is the Absci Corporation 2023 Inducement Plan (the “Plan”). The purpose of the Plan is to enable Absci Corporation (the “Company”) to grant equity awards to induce highly qualified prospective officers and employees who are not currently employed by the Company and its Affil |
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| March 21, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-406 |
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| March 5, 2024 |
ABSI / Absci Corporation / Redmile Group, LLC - SC 13D/A Activist Investment UNITED STATES SECURITIES & EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1)* Absci Corporation (Name of Issuer) Common Stock, $0.0001 par value per share (Title of Class of Securities) 00091E109 (CUSIP Number) Redmile Group, LLC Attn: Jennifer Ciresi One Letterman Drive, Bldg D, Ste D3-300 San Francisco, CA 94129 (415) 489-9980 (Na |
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| March 5, 2024 |
Form of Lock-Up Agreement, dated February 26, 2024, for Amrit Nagpal EX-99.6 2 tm247653d1ex99-6.htm EXHIBIT 99.6 Exhibit 99.6 LOCK-UP AGREEMENT February 26, 2024 MORGAN STANLEY & CO. LLC COWEN AND COMPANY, LLC As Representatives of the several Underwriters listed in Schedule 1 to the Underwriting Agreement referred to below c/o Morgan Stanley & Co. LLC 1585 Broadway New York, New York 10036 c/o Cowen and Company, LLC 599 Lexington Avenue, 20th Floor New York, NY 10 |
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| February 28, 2024 |
16,700,000 Shares Absci Corporation Common Stock Table of Contents Filed pursuant to Rule 424(b)(5) Registration No. 333-267043 PROSPECTUS SUPPLEMENT (to Prospectus dated September 2, 2022) 16,700,000 Shares Absci Corporation Common Stock We are offering 16,700,000 shares of our common stock, par value $0.0001 per share (the “common stock”). Our common stock is listed on The Nasdaq Global Select Market under the symbol “ABSI”. On February 26, 20 |
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| February 28, 2024 |
Absci Announces Proposed Public Offering of Common Stock EX-99.1 Exhibit 99.1 Absci Announces Proposed Public Offering of Common Stock VANCOUVER, WA – February 27, 2024 — Absci Corporation (Nasdaq: ABSI) (“Absci”), a data-first generative AI drug creation company, announced today that it has commenced an underwritten public offering of $75.0 million of shares of its common stock. Absci also intends to grant the underwriters a 30-day option to purchase u |
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| February 28, 2024 |
Absci Announces Pricing of Public Offering of Common Stock EX-99.2 Exhibit 99.2 Absci Announces Pricing of Public Offering of Common Stock VANCOUVER, WA – February 27, 2024 — Absci Corporation (Nasdaq: ABSI) (“Absci”), a data-first generative AI drug creation company, today announced the pricing of an underwritten public offering of 16,700,000 shares of its common stock at a public offering price of $4.50 per share, before deducting underwriting discounts |
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| February 28, 2024 |
Underwriting Agreement dated February 27, 2024. Exhibit 1.1 ABSCI CORPORATION 16,700,000 Shares of Common Stock Underwriting Agreement February 27, 2024 Morgan Stanley & Co. LLC Cowen and Company, LLC As Representatives of the several Underwriters listed in Schedule 1 hereto c/o Morgan Stanley & Co. LLC 1585 Broadway New York, New York 10036 c/o Cowen and Company, LLC 599 Lexington Avenue, 20th Floor New York, New York 10022 Ladies and Gentleme |
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| February 28, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): February 28, 2024 (February 27, 2024) ABSCI CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-40646 85-3383487 (State or other jurisdiction of incorporat |
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| February 27, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): February 27, 2024 ABSCI CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-40646 85-3383487 (State or other jurisdiction of incorporation) (Commission Fil |
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| February 27, 2024 |
SUBJECT TO COMPLETION, DATED FEBRUARY 27, 2024 424B5 Table of Contents Filed pursuant to Rule 424(b)(5) Registration No. 333-267043 The information in this preliminary prospectus supplement is not complete and may be changed. A registration statement relating to these securities has been filed with the Securities and Exchange Commission and is effective. This preliminary prospectus supplement and the accompanying prospectus are not an offer to |
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| February 14, 2024 |
ABSI / Absci Corporation / Phoenix Venture Partners II LP - SC 13G/A Passive Investment SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* Absci Corporation (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 00091E109 (CUSIP Number) December 31, 2023 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate |
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| February 13, 2024 |
ABSI / Absci Corporation / McClain Sean - SC 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* Absci Corporation (Name of Issuer) Common Stock, par value, $0.0001 per share (Title of Class of Securities) 00091E109 (CUSIP Number) December 31, 2023 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rul |
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| January 8, 2024 |
ABSCI CORPORATION 2024 ALL RIGHTS RESERVED 42ND JP MORGAN HEALTHCARE CONFERENCE C O P Y R I G H T © 2 0 2 4 A B S C I C O R P O R A T I O N . |
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| January 8, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): January 8, 2024 ABSCI CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-40646 85-3383487 (State or other jurisdiction of incorporation) (Commission File |
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| December 20, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): December 20, 2023 ABSCI CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-40646 85-3383487 (State or other jurisdiction of incorporation) (Commission Fil |
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| December 20, 2023 |
Exhibit 99.1 Absci and PrecisionLife Announce Strategic R&D Partnership to Jointly Develop AI-Enabled Drug Pipeline Leading AI biologics and precision medicine innovators will harness technologies to build a diverse portfolio of novel drug treatments. With this partnership, Absci achieves 2023 outlook of ten new Active Programs signed for the year. VANCOUVER, Wash., December 20, 2023 – Absci Corpo |
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| December 7, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): December 5, 2023 ABSCI CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-40646 85-3383487 (State or other jurisdiction of incorporation) (Commission File |
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| December 4, 2023 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): December 4, 2023 ABSCI CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-40646 85-3383487 (State or other jurisdiction of incorporation) (Commission File |
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| December 4, 2023 |
Absci Announces Collaboration with AstraZeneca to Advance AI-Driven Oncology Candidate Exhibit 99.1 Absci Announces Collaboration with AstraZeneca to Advance AI-Driven Oncology Candidate Collaboration Combines Absci’s AI Antibody Drug Creation Platform with AstraZeneca’s Expertise in Oncology Research and Development Vancouver, WA, December 4, 2023 – Absci Corporation (Nasdaq: ABSI), a leader in generative AI antibody discovery, today announced a collaboration with AstraZeneca, a gl |
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| November 14, 2023 |
Exhibit 99.2 Almirall and Absci announce AI drug discovery partnership to rapidly develop novel treatments for dermatological diseases The collaboration expands Absci’s de novo AI drug creation portfolio into dermatology and accelerates discovery for broader chronic inflammatory diseases VANCOUVER, Wash. and BARCELONA, Spain, November 14, 2023 – Absci Corporation (Nasdaq: ABSI), a generative AI dr |
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| November 14, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file numbe |
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| November 14, 2023 |
Offer Letter, by and between Absci Corporation and Zachariah Jonasson, dated August 12, 2023 Exhibit 10.1 August 11,2023 Dear Zach: On behalf of Absci Corporation (“Absci”), I am excited to offer you a position as a Chief Financial Officer / Chief Business Officer. This position is critical to the success of Absci, and we know that you will be a valuable addition to our team. The whole team is excited to welcome you onboard as an Unlimiter. We look forward to the valuable contributions yo |
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| November 14, 2023 |
Exhibit 10.4 SEPARATION AGREEMENT This Separation Agreement (“Agreement”) is made between Absci Corporation, a Delaware corporation (the “Company”) and Sarah Korman (the “Executive”). The Company together with the Executive shall be referred to as the “Parties”. Terms with initial capitalization not otherwise defined shall have the meanings ascribed to such terms in the Employment Agreement (as de |
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| November 14, 2023 |
Exhibit 99.1 Absci Reports Business Updates and Third Quarter 2023 Financial and Operating Results Entered into partnership with Almirall to rapidly develop novel treatments for dermatological diseases, for up to $664M in deal value, plus royalties Unveiled AI drug creation pipeline of four wholly-owned assets VANCOUVER, Wash. and NEW YORK, November 14, 2023 – Absci Corporation (Nasdaq: ABSI), a g |
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| November 14, 2023 |
Exhibit 10.2 Employment Agreement This Employment Agreement (“Agreement”) is made between Absci Corporation, a Delaware corporation (the “Company”), and Zachariah Jonasson (the “Executive”). WHEREAS, the Company desires to employ the Executive and the Executive desires to be employed by the Company beginning on August 31st, 2023 (the “Effective Date”) on the terms and conditions contained herein. |
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| November 14, 2023 |
Exhibit 10.3 TRANSITION AGREEMENT This Transition Agreement (“Agreement”) is made between Absci Corporation, a Delaware corporation (the “Company”) having an office at 18105 SE Mill Plain Blvd, Vancouver, WA 98683, and Gregory Schiffman (the “Executive”). The Company together with the Executive shall be referred to collectively as the “Parties.” Terms with initial capitalization not otherwise defi |
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| November 14, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): November 14, 2023 ABSCI CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-40646 85-3383487 (State or other jurisdiction of incorporation) (Commission Fil |
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| September 5, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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 31, 2023 ABSCI CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-40646 85-3383487 (State or other jurisdiction of incorporation) (Commission File |
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| August 17, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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 16, 2023 ABSCI CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-40646 85-3383487 (State or other jurisdiction of incorporation) (Commission File |
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| August 14, 2023 |
Amended and Restated Non-Employee Director Compensation Policy. Exhibit 4.2 ABSCI CORPORATION NON-EMPLOYEE DIRECTOR COMPENSATION POLICY The purpose of this Non-Employee Director Compensation Policy (as amended, restated or otherwise modified from time to time, the “Policy”) of Absci Corporation (the “Company”) is to provide a total compensation package that enables the Company to attract and retain, on a long-term basis, high-caliber directors who are not empl |
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| August 14, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001 |
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| August 14, 2023 |
Exhibit 99.1 Absci Reports Business Updates and Second Quarter 2023 Financial and Operating Results Entered into partnership with Google Ventures-backed biotech company to discover innovative new medicines Entered into collaboration with Caltech, supported by the Gates Foundation, to discover affordable HIV therapeutic vaccinations VANCOUVER, Wash. and NEW YORK, August 14, 2023 – Absci Corporation |
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| August 14, 2023 |
Employment Agreement, by and between Absci GmbH and Andreas Busch, dated as of September 30, 2022 Exhibit 10.1 EXECUTIVE EMPLOYMENT AGREEMENT This Executive Employment Agreement (the “Agreement”) is made between Absci GmbH, a Swiss company to be set up and based in the Canton of Zug (the “Company”), which acts until its establishment through Absci Corporation, a Delaware corporation, which signs this Agreement solely in the name and on account of the Company; and Dr. Andreas Busch, an individu |
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| August 14, 2023 |
Exhibit 99.2 Absci Appoints Zach Jonasson, Ph.D., as Chief Financial Officer and Chief Business Officer Addition of veteran biotech leader to further support Absci’s next stage of growth VANCOUVER, WA., August 14, 2023 - Absci Corporation, a generative AI drug creation company, announced today that Zach Jonasson, Ph.D., has been appointed Chief Financial Officer (CFO) and Chief Business Officer (C |
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| August 14, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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 11, 2023 ABSCI CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-40646 85-3383487 (State or other jurisdiction of incorporation) (Commission File |
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| June 16, 2023 |
Exhibit 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF ABSCI CORPORATION Absci Corporation, a corporation organized and existing under the laws of the State of Delaware (the “Corporation”), hereby certifies as follows: 1. The name of the Corporation is Absci Corporation. The date of the filing of its original Certificate of Incorporation with the Secretary of State of the State of Delawa |
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| June 16, 2023 |
Sales Agreement, dated June 16, 2023, by and between Absci Corporation and Cowen and Company, LLC Exhibit 1.1 Execution Version ABSCI CORPORATION $100,000,000 COMMON STOCK SALES AGREEMENT June 16, 2023 Cowen and Company, LLC 599 Lexington Avenue New York, NY 10022 Ladies and Gentlemen: Absci Corporation, a Delaware corporation (the “Company”), confirms its agreement (this “Agreement”) with Cowen and Company, LLC (“Cowen”), as follows: 1.Issuance and Sale of Placement Shares. The Company agrees |
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| June 16, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): June 14, 2023 ABSCI CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-40646 85-3383487 (State or other jurisdiction of incorporation) (Commission File Nu |
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| June 16, 2023 |
424B5 Table of Contents Filed pursuant to Rule 424(b)(5) Registration No. 333-267043 PROSPECTUS SUPPLEMENT (To prospectus dated September 2, 2022) $100,000,000 Common Stock We have entered into a sales agreement, or the Sales Agreement, with Cowen and Company, LLC, or TD Cowen, relating to shares of our common stock offered by this prospectus supplement and the accompanying prospectus. In accordan |
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| June 6, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): June 2, 2023 ABSCI CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-40646 85-3383487 (State or other jurisdiction of incorporation) (Commission File Num |
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| June 6, 2023 |
Exhibit 99.1 Absci Evolves its Board of Directors with HealthTech Luminary Frans van Houten, Former CEO of Philips VANCOUVER, WA — June 6, 2023 — Absci (Nasdaq: ABSI), a generative AI drug creation company, today announced the appointment of Frans van Houten to its Board of Directors. With his exceptional leadership experience and deep industry knowledge in the healthcare and technology industries |
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| May 30, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A Amendment No. 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A Amendment No. 1 (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-406 |
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| May 24, 2023 |
Absci Corp 18105 SE Mill Plain Blvd Vancouver, Washington 98683 absci.com +1 (360) 949-1041 May 24, 2023 VIA EDGAR AND FEDERAL EXPRESS Office of Industrial Applications and Services Division of Corporation Finance United States Securities and Exchange Commission 100 F Street N.E. Washington, D.C. 20549 Attn: Julie Sherman Brian Cascio Re: Absci Corp Form 10-K for the Fiscal Year End December 31, 2 |
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| May 15, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 00 |
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| May 15, 2023 |
Exhibit 99.1 Absci Reports Business Updates and First Quarter 2023 Financial and Operating Results Commenced work plan preparations and expect to initiate program work during second quarter leveraging Absci's generative AI drug creation platform for Phase II candidate Achieved rapid advancements of generative AI drug creation platform, continually building on prior breakthroughs VANCOUVER, Wash. a |
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| May 15, 2023 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): May 15, 2023 ABSCI CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-40646 85-3383487 (State or other jurisdiction of incorporation) (Commission File Num |
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| May 8, 2023 |
ABSI / Absci Corp / Casdin Capital, LLC Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13D THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. |
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| April 28, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive |
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| April 28, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-40646 ABSCI CORPORATI |
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| April 28, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive |
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| April 28, 2023 |
a202210k330asfiled2 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| April 12, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive |
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| March 30, 2023 |
As filed with the Securities and Exchange Commission on March 30, 2023 Registration No. |
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| March 30, 2023 |
Exhibit 99.1 Absci Reports Fourth Quarter and Full Year 2022 Financial and Operating Results Advanced platform achieving multiple industry breakthroughs including creation and validation of de novo antibodies using zero-shot generative AI 10 new Active Programs in 2022, exceeding full-year guidance VANCOUVER, Wash. and NEW YORK, March 30, 2023 – Absci Corporation (Nasdaq: ABSI), the generative AI |
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| March 30, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-406 |
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| March 30, 2023 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): March 30, 2023 ABSCI CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-40646 85-3383487 (State or other jurisdiction of incorporation) (Commission File N |
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| March 30, 2023 |
Exhibit 107 Calculation of Filing Fee Tables Form S-8 (Form Type) Absci Corporation (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered(1) Proposed Maximum Offering Price Per Share Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Equity Common Stock, $0. |
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| March 20, 2023 |
ABSI / Absci Corp / Casdin Capital, LLC Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13D THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. |
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| March 10, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): March 10, 2023 ABSCI CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-40646 85-3383487 (State or other jurisdiction of incorporation) (Commission File N |
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| February 14, 2023 |
ABSI / Absci Corporation / Phoenix Venture Partners II LP - SC 13G/A Passive Investment SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Absci Corporation (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 00091E109 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate |
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| February 14, 2023 |
EX-99.1 CUSIP No. 00091E109 Exhibit 1 JOINT FILING AGREEMENT Pursuant to Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree, as of February 14, 2022, that only one statement containing the information required by Schedule 13G, and each amendment thereto, need be filed with respect to the ownership by each of the undersigned of shares of common stoc |
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| February 14, 2023 |
ABSI / Absci Corporation / McClain Sean - SC 13G/A Passive Investment SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Absci Corporation (Name of Issuer) Common Stock, par value, $0.0001 per share (Title of Class of Securities) 00091E109 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designat |
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| February 13, 2023 |
ABSI / Absci Corporation / Absci Corp - SC 13G Passive Investment SC 13G 1 schedule13gseanmcclain02.htm SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Absci Corporation (Name of Issuer) Common Stock, par value, $0.0001 per share (Title of Class of Securities) 00091E109 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of this Statement) C |
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| February 13, 2023 |
ABSI / Absci Corporation / Casdin Capital, LLC Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13D THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. |
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| December 16, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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):8-K December 15, 2022 ABSCI CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-40646 85-3383487 (State or other jurisdiction of incorporation) (Commission |
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| December 16, 2022 |
Exhibit 3.1 AMENDED AND RESTATED BYLAWS OF ABSCI CORPORATION (the ?Corporation?) ARTICLE I Stockholders SECTION 1. Annual Meeting. The annual meeting of stockholders (any such meeting being referred to in these Bylaws as an ?Annual Meeting?) shall be held at the hour, date and place within or without the United States which is fixed by the Corporation?s Board of Directors (the ?Board of Directors? |
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| November 9, 2022 |
Separation Agreement by and between the Company and Matthew Weinstock dated September 30, 2022. Exhibit 10.2 SEPARATION AGREEMENT This Separation Agreement (“Agreement”) is made between Absci Corporation, a Delaware corporation (the “Company”) and Matthew Weinstock (the “Executive”). The Company together with the Executive shall be referred to as the “Parties”. Terms with initial capitalization not otherwise defined shall have the meanings ascribed to such terms in the Employment Agreement ( |
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| November 9, 2022 |
Exhibit 99.1 Absci Reports Third Quarter 2022 Financial Results Milestone achievement and progress continues in previously announced Merck collaboration Further strengthened executive leadership and Board of Directors VANCOUVER, Wash. and NEW YORK, November 9, 2022 – Absci Corporation (Nasdaq: ABSI), a generative AI drug creation company, today reported financial and operating results for the quar |
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| November 9, 2022 |
2021 Stock Option and Incentive Plan and forms of award agreements thereunder. Exhibit 10.1 ABSCI CORPORATION 2021 STOCK OPTION AND INCENTIVE PLAN SECTION 1. GENERAL PURPOSE OF THE PLAN; DEFINITIONS The name of the plan is the Absci Corporation 2021 Stock Option and Incentive Plan (the “Plan”). The purpose of the Plan is to encourage and enable the officers, employees, Non-Employee Directors and Consultants of Absci Corporation (the “Company”) and its Affiliates upon whose j |
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| November 9, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file numbe |
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| November 9, 2022 |
Consulting Agreement by and between the Company and Matthew Weinstock dated October 4, 2022. Exhibit 10.3 CONSULTING AGREEMENT This “Agreement” is made and entered into by and between Matthew Weinstock (“Consultant”) and Absci Corporation (the “Company”) (each a “Party” and collectively the “Parties”). This Agreement shall become effective as of the Separation Date as defined in the Separation Agreement between the Parties dated October 4, 2022 (the “Separation Agreement”, such effective |
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| November 9, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): November 9, 2022 ABSCI CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-40646 85-3383487 (State or other jurisdiction of incorporation) (Commission File |
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| November 2, 2022 |
Exhibit 99.1 Absci Welcomes Meta Senior Executive to Board of Directors Technology veteran Dan Rabinovitsj provides expertise in collaborating with technology partners to catalyze innovation as Absci accelerates generative AI drug creation VANCOUVER, Wash. and NEW YORK. November 2, 2022 - Absci Corporation (Nasdaq: ABSI), a generative AI drug creation company, today announced Meta Connectivity VP |
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| November 2, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): November 1, 2022 ABSCI CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-40646 85-3383487 (State or other jurisdiction of incorporation) (Commission File |
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| October 4, 2022 |
Exhibit 99.1 Absci Appoints Veteran Pharma Executive Andreas Busch, PhD as Chief Innovation Officer Dr. Busch transitions from Absci?s Board of Directors to Absci?s Executive Leadership team With a proven track record advancing drugs from discovery to market, Dr. Busch brings world-class R&D expertise to Absci?s executive leadership team VANCOUVER, Wash. and NEW YORK, October 04, 2022 ? Absci Corp |
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| October 4, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): September 30, 2022 ABSCI CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-40646 85-3383487 (State or other jurisdiction of incorporation) (Commission Fi |
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| September 20, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): September 15, 2022 ABSCI CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-40646 85-3383487 (State or other jurisdiction of incorporation) (Commission Fi |
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| August 31, 2022 |
Absci Corporation 18105 SE Mill Plain Blvd Vancouver, WA 98683 Absci Corporation 18105 SE Mill Plain Blvd Vancouver, WA 98683 August 31, 2022 Via EDGAR Transmission United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N. |
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| August 24, 2022 |
Form of indenture for senior debt securities and the related form of senior debt security. Exhibit 4.4 ABSCI CORPORATION Issuer AND [TRUSTEE], Trustee INDENTURE Dated as of [ ] Senior Debt Securities TABLE OF CONTENTS1 Page Article 1 DEFINITIONS 1 Section 1.01 Definitions of Terms 1 Article 2 ISSUE, DESCRIPTION, TERMS, EXECUTION, REGISTRATION AND EXCHANGE OF SECURITIES 4 Section 2.01 Designation and Terms of Securities. 4 Section 2.02 Form of Securities and Trustee?s Certificate 6 Secti |
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| August 24, 2022 |
Exhibit 107 Calculation of Filing Fees Table Form S-3 (Form Type) Absci Corporation (Exact name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation on or Carry Forward Rule Amount Registered (1) Proposed Maximum Offering Price Per Unit (2) Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Newly Registered Securities Fees to be Paid Equity Common Stock, par value $0. |
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| August 24, 2022 |
Exhibit 4.5 ABSCI CORPORATION Issuer AND [TRUSTEE], Trustee INDENTURE Dated as of [ ] Subordinated Debt Securities TABLE OF CONTENTS1 Page Article 1 DEFINITIONS 1 Section 1.01 Definitions of Terms 1 Article 2 ISSUE, DESCRIPTION, TERMS, EXECUTION, REGISTRATION AND EXCHANGE OF SECURITIES 4 Section 2.01 Designation and Terms of Securities. 4 Section 2.02 Form of Securities and Trustee?s Certificate. |
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| August 24, 2022 |
As filed with the Securities and Exchange Commission on August 24, 2022 As filed with the Securities and Exchange Commission on August 24, 2022 Registration No. |
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| August 11, 2022 |
Amended and Restated Non-Employee Director Compensation Policy Exhibit 4.2 ABSCI CORPORATION NON-EMPLOYEE DIRECTOR COMPENSATION POLICY The purpose of this Non-Employee Director Compensation Policy (as amended, restated or otherwise modified from time to time, the ?Policy?) of Absci Corporation (the ?Company?) is to provide a total compensation package that enables the Company to attract and retain, on a long-term basis, high-caliber directors who are not empl |
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| August 11, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001 |
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| August 11, 2022 |
Exhibit 99.1 Absci Reports Second Quarter 2022 Financial Results and Business Update Exceeded annual Active Program guidance with ten programs signed year-to-date Executed strategic reorganization to extend cash runway into late-2025 VANCOUVER, Wash. and NEW YORK, August 11, 2022 ? Absci Corporation (Nasdaq: ABSI), the drug and target discovery company harnessing deep learning AI and synthetic bio |
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| August 11, 2022 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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 11, 2022 ABSCI CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-40646 85-3383487 (State or other jurisdiction of incorporation) (Commission File |
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| July 21, 2022 |
ABSI / Absci Corporation / Casdin Capital, LLC Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13D THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. |
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| July 14, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): July 8, 2022 ABSCI CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-40646 85-3383487 (State or other jurisdiction of incorporation) (Commission File Num |
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| June 10, 2022 |
Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): June 8, 2022 ABSCI CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-40646 85-3383487 (State or other jurisdiction of incorporation) (Commission File Num |
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| May 11, 2022 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): May 11, 2022 ABSCI CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-40646 85-3383487 (State or other jurisdiction of incorporation) (Commission File Num |
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| May 11, 2022 |
Absci Reports First Quarter 2022 Financial and Operating Results Exhibit 99.1 Absci Reports First Quarter 2022 Financial and Operating Results VANCOUVER, Wash. May 11, 2022 ? Absci Corporation (Nasdaq: ABSI), the drug and target discovery company harnessing deep learning AI and synthetic biology to expand the therapeutic potential of proteins, today reported financial and operating results for the quarter ended March 31, 2022. "We've made great progress so far |
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| May 11, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2022 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 00 |
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| April 26, 2022 |
DEFA14A 1 proxyadditionalmaterials20.htm DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Onl |
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| April 26, 2022 |
DEF 14A 1 proxystatement2022annualme.htm DEF 14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Onl |
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| March 22, 2022 |
Absci Reports Full Year 2021 Financial and Operating Results Exhibit 99.1 Absci Reports Full Year 2021 Financial and Operating Results VANCOUVER, Wash. March 22, 2022 ? Absci Corporation (Nasdaq: ABSI), the drug and target discovery company harnessing deep learning AI and synthetic biology to expand the therapeutic potential of proteins, today reported financial and operating results for the quarter and full year ended December 31, 2021. ?Our progress this |
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| March 22, 2022 |
Exhibit 107 Calculation of Filing Fee Tables Form S-8 (Form Type) Absci Corporation (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered(1) Proposed Maximum Offering Price Per Share(2) Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Equity Common Stock, $0. |
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| March 22, 2022 |
As filed with the Securities and Exchange Commission on March 22, 2022 Registration No. |
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| March 22, 2022 |
EX-99.2 3 exhibit992-abscigtcnvidia.htm EX-99.2 Exhibit 99.2 Absci Develops Groundbreaking Machine Learning Models for In-Silico Antibody Design, Powered by NVIDIA Absci to present in-silico drug discovery technology at NVIDIA GTC Breakthrough ML achievements highlight the viability of the computational lead optimization pipeline Absci collaborates with NVIDIA on research to accelerate and scale i |
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| March 22, 2022 |
Employment Agreement, by and between the Registrant and Nikhil Goel, dated as of July 26, 2021. Exhibit 10.11 EMPLOYMENT AGREEMENT This Employment Agreement (?Agreement?) is made between Absci Corporation, a Delaware corporation (the ?Company?), and Nikhil Goel (the ?Executive?) and is effective as of the closing of the Company?s first underwritten public offering of its equity securities pursuant to an effective registration statement under the Securities Act of 1933, as amended (the ?Effec |
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| March 22, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-406 |
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| March 22, 2022 |
Employment Agreement, by and between the Registrant and Exhibit 10.9 EMPLOYMENT AGREEMENT This Employment Agreement (?Agreement?) is made between Absci Corporation, a Delaware corporation (the ?Company?), and Matthew Weinstock (the ?Executive?) and is effective as of the closing of the Company?s first underwritten public offering of its equity securities pursuant to an effective registration statement under the Securities Act of 1933, as amended (the ? |
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| March 22, 2022 |
Exhibit 4.3 Description of the Registrant?s Securities The following description of the capital stock of Absci Corporation (?us,? ?our,? ?we,? or the ?Company?) is a summary of certain provisions of the securities that are registered under Section 12 of the Securities and Exchange Act of 1934, as amended, and does not purport to be complete. It is subject to and qualified in its entirety by refere |
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| March 22, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): March 22, 2022 ABSCI CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-40646 85-3383487 (State or other jurisdiction of incorporation) (Commission File N |
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| March 22, 2022 |
Employment Agreement, by and between the Registrant and Sarah Korman, dated as of July 26, 2021. Exhibit 10.10 EMPLOYMENT AGREEMENT This Employment Agreement (?Agreement?) is made between Absci Corporation, a Delaware corporation (the ?Company?), and Sarah Korman (the ?Executive?) and is effective as of the closing of the Company?s first underwritten public offering of its equity securities pursuant to an effective registration statement under the Securities Act of 1933, as amended (the ?Effe |
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| March 21, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): March 17, 2022 ABSCI CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-40646 85-3383487 (State or other jurisdiction of incorporation) (Commission File N |
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| February 14, 2022 |
Exhibit 99.1 LIMITED POWER OF ATTORNEY The undersigned hereby constitutes and appoints each of Gregory Schiffman, Sarah Korman and Todd Bedrick, signing singly, and with full power of substitution, the undersigned?s true and lawful attorney-in-fact to: (1) execute for and on behalf of the undersigned, in the undersigned?s capacity as stockholder of Absci Corporation (the ?Company?), from time to t |
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| February 14, 2022 |
CUSIP No. 00091E109 Exhibit 1 Exhibit 1 JOINT FILING AGREEMENT Pursuant to Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree, as of February 14, 2022, that only one statement containing the information required by Schedule 13G, and each amendment thereto, need be filed with respect to the ownership by each of the undersigned of shares of common st |
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| February 14, 2022 |
ABSI / Absci Corporation / Phoenix Venture Partners II LP - SC 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Absci Corporation (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 00091E109 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule |
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| February 14, 2022 |
ABSI / Absci Corporation / Valasek Mark - SC 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Absci Corporation (Name of Issuer) Common Stock, par value, $0.0001 per share (Title of Class of Securities) 00091E109 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule |
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| February 11, 2022 |
ABSI / Absci Corporation / McClain Sean - SC 13G Passive Investment SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Absci Corporation (Name of Issuer) Common Stock, par value, $0.0001 per share (Title of Class of Securities) 00091E109 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate t |
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| January 10, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): January 7, 2022 ABSCI CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-40646 85-3383487 (State or other jurisdiction of incorporation) (Commission File |
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| January 7, 2022 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): January 7, 2022 ABSCI CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-40646 85-3383487 (State or other jurisdiction of incorporation) (Commission File |
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| January 7, 2022 |
EX-99.1 2 exhibit991-8xkx22x01x07.htm EX-99.1 Exhibit 99.1 Absci Announces Research Collaboration with Merck Collaboration to leverage Absci’s Deep Learning-Enabled Drug Creation™ and Bionic Protein™ technologies VANCOUVER, Wash. January 7, 2022 – Absci Corporation (Nasdaq: ABSI), the drug and target discovery company harnessing deep learning AI and synthetic biology to expand the therapeutic pote |
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| November 9, 2021 |
Absci Reports Third Quarter 2021 Financial and Operating Results Exhibit 99.1 Absci Reports Third Quarter 2021 Financial and Operating Results VANCOUVER, Wash. November 9, 2021 ? Absci Corporation (Nasdaq: ABSI), the drug and target discovery company harnessing deep learning AI and synthetic biology to expand the therapeutic potential of proteins, today reported financial and operating results for the quarter ended September 30, 2021. ?At Absci, our team of Unl |
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| November 9, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file numbe |
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| November 9, 2021 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): November 9, 2021 ABSCI CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-40646 85-3383487 (State or other jurisdiction of incorporation) (Commission File |
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| September 7, 2021 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): September 7, 2021 ABSCI CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-40646 85-3383487 (State or other jurisdiction of incorporation) (Commission Fil |
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| September 7, 2021 |
Exhibit 10.7 EMPLOYMENT AGREEMENT This Employment Agreement (?Agreement?) is made between Absci Corporation, a Delaware corporation (the ?Company?), and Gregory Schiffman (the ?Executive?) and is effective as of the closing of the Company?s first underwritten public offering of its equity securities pursuant to an effective registration statement under the Securities Act of 1933, as amended (the ? |
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| September 7, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001 |
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| September 7, 2021 |
Absci Reports Second Quarter 2021 Financial and Operating Results Exhibit 99.1 Absci Reports Second Quarter 2021 Financial and Operating Results VANCOUVER, Wash. September 7, 2021 ? Absci Corporation (Nasdaq: ABSI), the drug and target discovery company harnessing deep learning and synthetic biology to expand the therapeutic potential of proteins, today reported financial and operating results for the quarter ended June 30, 2021. ?This has been a momentous year |
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| August 24, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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 20, 2021 ABSCI CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-40646 85-3383487 (State or other jurisdiction of incorporation) (Commission File |
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| August 2, 2021 |
Form of Lock-Up Agreement, dated April 30, 2021, for Amrit Nagpal Exhibit 99.4 FORM OF LOCK-UP AGREEMENT April 30, 2021 J.P. MORGAN SECURITIES LLC CREDIT SUISSE SECURITIES (USA) LLC BOFA SECURITIES, INC. COWEN AND COMPANY, LLC As Representatives of the several Underwriters listed in Schedule 1 to the Underwriting Agreement referred to below c/o J.P. Morgan Securities LLC 383 Madison Avenue New York, NY 10179 c/o Credit Suisse Securities (USA) LLC Eleven Madison |
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| August 2, 2021 |
ABSI / Absci Corporation / Redmile Group, LLC - SCHEDULE 13D Activist Investment UNITED STATES SECURITIES & EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* Absci Corporation (Name of Issuer) Common Stock, $0.0001 par value per share (Title of Class of Securities) 00091E109 (CUSIP Number) Redmile Group, LLC Jeremy C. Green One Letterman Drive, Bldg D, Ste D3-300 San Francisco, CA 94129 Attention: Legal Departme |
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| August 2, 2021 |
Exhibit 99.1 Joint Filing Agreement In accordance with Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended (the ?Exchange Act?), the undersigned hereby agree to the joint filing on behalf of each of them of a Statement on Schedule 13D (including any and all amendments thereto, the ?Schedule 13D?) relating to the common stock, $0.0001 par value per share, of Absci Corporation, wh |
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| August 2, 2021 |
Exhibit 99.5 FORM OF LOCK-UP AGREEMENT May 12, 2021 J.P. MORGAN SECURITIES LLC CREDIT SUISSE SECURITIES (USA) LLC BOFA SECURITIES, INC. COWEN AND COMPANY, LLC As Representatives of the several Underwriters listed in Schedule 1 to the Underwriting Agreement referred to below c/o J.P. Morgan Securities LLC 383 Madison Avenue New York, NY 10179 c/o Credit Suisse Securities (USA) LLC Eleven Madison Av |
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| July 29, 2021 |
ABSI / Absci Corporation / Casdin Capital, LLC Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13D THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. |
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| July 28, 2021 |
As filed with the Securities and Exchange Commission on July 28, 2021 As filed with the Securities and Exchange Commission on July 28, 2021 Registration No. |
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| July 26, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): July 26, 2021 ABSCI CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-40646 85-3383487 (State or other jurisdiction of incorporation) (Commission File Nu |
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| July 26, 2021 |
Exhibit 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF ABSCI CORPORATION Absci Corporation, a corporation organized and existing under the laws of the State of Delaware (the ?Corporation?), hereby certifies as follows: 1. The name of the Corporation is Absci Corporation. The date of the filing of its original Certificate of Incorporation with the Secretary of State of the State of Delawa |
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| July 26, 2021 |
Exhibit 3.2 AMENDED AND RESTATED BYLAWS OF ABSCI CORPORATION (the ?Corporation?) ARTICLE I Stockholders SECTION 1. Annual Meeting. The annual meeting of stockholders (any such meeting being referred to in these Bylaws as an ?Annual Meeting?) shall be held at the hour, date and place within or without the United States which is fixed by the Corporation?s Board of Directors (the ?Board of Directors? |
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| July 23, 2021 |
The date of this prospectus is July 21, 2021. Filed Pursuant to Rule 424(b)(4) Registration No: 333-257553 Prospectus 12,500,000 shares Common stock This is an initial public offering of shares of common stock by Absci Corporation. |
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| July 21, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 Absci Corporation (Exact name of registrant as specified in its charter) Delaware 85-3383487 (State of incorporation or organization) (I.R.S. Employer Identification No.) 18105 SE Mill Plain Blvd V |
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| July 20, 2021 |
Goodwin Procter LLP Three Embarcadero Center, 28th Floor San Francisco, CA 94111 goodwinlaw. |
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| July 20, 2021 |
As filed with the Securities and Exchange Commission on July 20, 2021. As filed with the Securities and Exchange Commission on July 20, 2021. Registration No. 333-257553 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 4 to FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 ABSCI CORPORATION (Exact name of Registrant as specified in its charter) Delaware 8731 85-3383487 (State or other jurisdiction of incorporation o |
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| July 19, 2021 |
Exhibit 10.8 ABSCI CORPORATION DIRECTOR INDEMNIFICATION AGREEMENT This Indemnification Agreement (?Agreement?) is made as of [], 202[] by and between Absci Corporation, a Delaware corporation (the ?Company?), and [] (?Indemnitee?). RECITALS WHEREAS, the Company desires to attract and retain the services of highly qualified individuals, such as Indemnitee, to serve the Company; WHEREAS, in order to |
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| July 19, 2021 |
CONFIDENTIAL TREATMENT REQUESTED BY ABSCI CORPORATION Goodwin Procter LLP 3 Embarcadero Center San Francisco, CA 94111 goodwinlaw.com +1 415 733 6000 FOIA CONFIDENTIAL TREATMENT REQUEST The entity requesting confidential treatment is Absci Corporation 18105 S.E. Mill Plain Blvd Vancouver, WA 98683 Telephone: (360) 949-1041 CERTAIN PORTIONS OF THIS LETTER AS FILED VIA EDGAR HAVE BEEN OMITTED AND FILED SEPARATELY WITH THE COMMISSION. CONFIDENTIAL TREAT |
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| July 19, 2021 |
J.P. Morgan Securities LLC 383 Madison Avenue New York, NY 10179 Credit Suisse Securities (USA) LLC Eleven Madison Avenue New York, NY 10010 BofA Securities, Inc. One Bryant Park New York, NY 10036 Cowen and Company, LLC 599 Lexington Avenue, 20th Floor New York, NY 10022 Stifel, Nicolaus & Company, Incorporated One Montgomery Street, Suite 3700 San Francisco, CA 94104 July 19, 2021 VIA EDGAR Offi |
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| July 19, 2021 |
VIA EDGAR July 19, 2021 Office of Life Sciences Division of Corporation Finance Securities and Exchange Commission 100 F Street, N. |
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| July 19, 2021 |
As filed with the Securities and Exchange Commission on July 19, 2021. As filed with the Securities and Exchange Commission on July 19, 2021. Registration No. 333-257553 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 3 to FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 ABSCI CORPORATION (Exact name of Registrant as specified in its charter) Delaware 8731 85-3383487 (State or other jurisdiction of incorporation o |
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| July 19, 2021 |
Exhibit 4.1 THIS CERTIFIES THAT is the owner of CUSIP DATED COUNTERSIGNED AND REGISTERED: COMPUTERSHARE TRUST COMPANY, N.A. TRANSFER?AGENT AND?REGISTRAR, FULLY-PAID AND NON-ASSESSABLE SHARES OF COMMON STOCK OF Absci Corporation (hereinafter called the ?Company?), transferable on the books of the Company in person or by duly authorized attorney, upon surrender of this Certificate properly endorsed. |
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| July 15, 2021 |
As filed with the Securities and Exchange Commission on July 15, 2021. As filed with the Securities and Exchange Commission on July 15, 2021. Registration No. 333-257553 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 2 to FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 ABSCI CORPORATION (Exact name of Registrant as specified in its charter) Delaware 8731 85-3383487 (State or other jurisdiction of incorporation o |
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| July 15, 2021 |
EX-10.13 11 exhibit1013-sx1a2.htm EX-10.13 Exhibit 10.13 EMPLOYMENT AGREEMENT This Employment Agreement (“Agreement”) is made between Absci Corporation, a Delaware corporation (the “Company”), and Sean McClain (the “Executive”) and is effective as of the closing of the Company’s first underwritten public offering of its equity securities pursuant to an effective registration statement under the Se |
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| July 15, 2021 |
Exhibit 10.14 EMPLOYMENT AGREEMENT This Employment Agreement (“Agreement”) is made between Absci Corporation, a Delaware corporation (the “Company”), and Gregory Huffman (the “Executive”) and is effective as of the closing of the Company’s first underwritten public offering of its equity securities pursuant to an effective registration statement under the Securities Act of 1933, as amended (the “E |
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| July 15, 2021 |
Exhibit 3.4 AMENDED AND RESTATED BYLAWS OF ABSCI CORPORATION (the “Corporation”) ARTICLE I Stockholders SECTION 1. Annual Meeting. The annual meeting of stockholders (any such meeting being referred to in these Bylaws as an “Annual Meeting”) shall be held at the hour, date and place within or without the United States which is fixed by the Corporation’s Board of Directors (the “Board of Directors” |
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| July 15, 2021 |
Exhibit 10.15 EMPLOYMENT AGREEMENT This Employment Agreement (?Agreement?) is made between Absci Corporation, a Delaware corporation (the ?Company?), and Andreas Pihl (the ?Executive?) and is effective as of the closing of the Company?s first underwritten public offering of its equity securities pursuant to an effective registration statement under the Securities Act of 1933, as amended (the ?Effe |
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| July 15, 2021 |
Non-Employee Director Compensation Policy Exhibit 10.5 ABSCI CORPORATION NON-EMPLOYEE DIRECTOR COMPENSATION POLICY The purpose of this Non-Employee Director Compensation Policy (the ?Policy?) of Absci Corporation (the ?Company?) is to provide a total compensation package that enables the Company to attract and retain, on a long-term basis, high-caliber directors who are not employees or officers of the Company or its subsidiaries (?Outsid |
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| July 15, 2021 |
Form of Underwriting Agreement Exhibit 1.1 ABSCI CORPORATION [?] Shares of Common Stock Underwriting Agreement [?], 2021 J.P. Morgan Securities LLC Credit Suisse Securities (USA) LLC BofA Securities, Inc. Cowen and Company, LLC Stifel, Nicolaus & Company, Incorporated As Representatives of the several Underwriters listed in Schedule 1 hereto c/o J.P. Morgan Securities LLC 383 Madison Avenue New York, NY 10179 c/o Credit Suisse |
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| July 15, 2021 |
2021 Stock Option and Incentive Plan and forms of award agreements thereunder Exhibit 10.2 ABSCI CORPORATON 2021 STOCK OPTION AND INCENTIVE PLAN SECTION 1. GENERAL PURPOSE OF THE PLAN; DEFINITIONS The name of the plan is the Absci Corporation 2021 Stock Option and Incentive Plan (the “Plan”). The purpose of the Plan is to encourage and enable the officers, employees, Non-Employee Directors and Consultants of Absci Corporation (the “Company”) and its Affiliates upon whose ju |
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| July 15, 2021 |
EX-10.3 8 exhibit103-sx1a2.htm EX-10.3 Exhibit 10.3 ABSCI CORPORATION 2021 EMPLOYEE STOCK PURCHASE PLAN The purpose of the Absci Corporation 2021 Employee Stock Purchase Plan (the “Plan”) is to provide eligible employees of Absci Corporation (the “Company”) and each Designated Subsidiary (as defined in Section 11) with opportunities to purchase shares of the Company’s common stock, par value $0.00 |
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| July 15, 2021 |
Goodwin Procter LLP Three Embarcadero Center, 28th Floor San Francisco, CA 94111 goodwinlaw. |
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| July 15, 2021 |
Exhibit 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF ABSCI CORPORATION (Pursuant to Sections 241 and 245 of the General Corporation Law of the State of Delaware) AbSci Corporation, a corporation organized and existing under and by virtue of the provisions of the General Corporation Law of the State of Delaware (the “General Corporation Law”). DOES HEREBY CERTIFY: 1. That the name of th |
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| July 15, 2021 |
Exhibit 3.2 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF ABSCI CORPORATION Absci Corporation, a corporation organized and existing under the laws of the State of Delaware (the “Corporation”), hereby certifies as follows: 1. The name of the Corporation is Absci Corporation. The date of the filing of its original Certificate of Incorporation with the Secretary of State of the State of Delawa |
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| July 15, 2021 |
Exhibit 10.4 ABSCI CORPORATION SENIOR EXECUTIVE CASH INCENTIVE BONUS PLAN 1.Purpose This Senior Executive Cash Incentive Bonus Plan (the “Incentive Plan”) is intended to provide an incentive for superior work and to motivate eligible executives of Absci Corporation (the “Company”) and its subsidiaries toward even higher achievement and business results, to tie their goals and interests to those of |
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| July 8, 2021 |
Exhibit 2.1 AGREEMENT AND PLAN OF MERGER BY AND AMONG ABSCI CORPORATION, TARGET DISCOVERY MERGER SUB I, INC., TARGET DISCOVERY MERGER SUB II, LLC, TOTIENT, INC. AND THE STOCKHOLDERS NAMED THEREIN Dated as of June 4, 2021 EXHIBIT INDEX Exhibit A Form of Stockholder Written Consent Exhibit B Certificate of Incorporation of the First-Step Surviving Corporation Exhibit C Bylaws of the First-Step Survi |
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| July 8, 2021 |
As filed with the Securities and Exchange Commission on July 8, 2021. As filed with the Securities and Exchange Commission on July 8, 2021. Registration No. 333-257553 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 1 to FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 ABSCI CORPORATION (Exact name of Registrant as specified in its charter) Delaware 8731 85-3383487 (State or other jurisdiction of incorporation or |
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| July 8, 2021 |
Goodwin Procter LLP Three Embarcadero Center, 28th Floor San Francisco, CA 94111 goodwinlaw. |
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| June 30, 2021 |
EX-3.1 2 exhibit31-sx1.htm EX-3.1 Exhibit 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF ABSCI CORPORATION (Pursuant to Sections 241 and 245 of the General Corporation Law of the State of Delaware) AbSci Corporation, a corporation organized and existing under and by virtue of the provisions of the General Corporation Law of the State of Delaware (the “General Corporation Law”). DOES HERE |
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| June 30, 2021 |
Offer Letter, by and between the Registrant and Gregory Schiffman, dated March 26, 2020 Exhibit 10.6 THURSDAY, MARCH 26, 2020 Dear Gregory: On behalf of AbSci, I am pleased to offer you a position as Chief Financial Officer, reporting to Sean McClain. Your first day of employment will be April 6, 2020 and your Full-Time salary will be $250,000.00 per year paid monthly. As a full-time employee, you are eligible: •To accrue up to 240 hours (six weeks) of paid time off (PTO) in your fir |
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| June 30, 2021 |
EX-4.2 4 exhibit42-sx1.htm EX-4.2 Exhibit 4.2 INVESTORS’ RIGHTS AGREEMENT This Investors’ Rights Agreement (this “Agreement”), is made as of October 19, 2020, by and among AbSci Corporation, a Delaware corporation (the “Company”), and each of the investors listed on Schedule A hereto, each of which is referred to in this Agreement as an “Investor.” RECITALS WHEREAS, the Company and certain of the |
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| June 30, 2021 |
Exhibit 10.11 COLUMBIA TECH CENTER LEASE BY AND BETWEEN COLUMBIA TECH CENTER, L.L.C., a Washington limited liability company AND ABSCI CORPORATION, a Delaware corporation Table of Contents 1. Basic Lease Terms. 1 2. Delivery of Possession and Commencement; Landlord’s Work; Tenant Improvements. 4 3. Lease Term; Early Entry. 6 4. Rent Payment. 6 5. Security Deposit; Letter of Credit. 6 6. Use of the |
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| June 30, 2021 |
Bylaws of the Registrant, as currently in effect Exhibit 3.3 BY-LAWS of ABSCI CORPORATION (the “Corporation”) Article I - Stockholders 1. Annual Meeting. The annual meeting of stockholders shall be held for the election of directors each year at such place (if any), date and time as shall be designated by the Board of Directors of the Corporation (the “Board of Directors”). Any other proper business may be transacted at the annual meeting. 2. Sp |
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| June 30, 2021 |
Power of Attorney (included on signature page) As filed with the Securities and Exchange Commission on June 30, 2021. Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 ABSCI CORPORATION (Exact name of Registrant as specified in its charter) Delaware 8731 85-3383487 (State or other jurisdiction of incorporation or organization) (Primary |
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| June 30, 2021 |
2020 Stock Option and Grant Plan and forms of award agreements thereunder Exhibit 10.1 ABSCI CORPORATION 2020 STOCK OPTION AND GRANT PLAN SECTION 1. GENERAL PURPOSE OF THE PLAN; DEFINITIONS The name of the plan is the AbSci Corporation 2020 Stock Option and Grant Plan (the “Plan”). The purpose of the Plan is to encourage and enable the officers, employees, directors, Consultants and other key persons of AbSci Corporation, a Delaware corporation (including any successor |
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| June 30, 2021 |
Letter regarding Change in Independent Registered Public Accounting Firm EX-16.1 12 exhibit161-sx1.htm EX-16.1 Exhibit 16.1 [Delap Letterhead] June 30, 2021 Office of the Chief Accountant Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549 Re: Absci Corporation The Registration Statement on Form S-1 of Absci Corporation Ladies and Gentlemen: We have received a copy of, and are in agreement with, the statements being made by Absci Corporation in I |
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| June 30, 2021 |
EX-10.12 11 exhibit1012-sx1.htm EX-10.12 Exhibit 10.12 [***] Certain information in this document has been omitted from this exhibit pursuant to Item 601(b) of Regulation S-K because it is both not material and is the type that the Registrant treats as private or confidential. JOINT MARKETING AGREEMENT THIS JOINT MARKETING AGREEMENT (this “Agreement”) is entered into as of December 5, 2019 (the “E |
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| June 30, 2021 |
EX-10.10 9 exhibit1010-sx1.htm EX-10.10 Exhibit 10.10 SUBLEASE AGREEMENT Effective Date: February 1 , 2019 Sublessor: Killian Pacific LLC, a Washington limited liability company Subtenant: AbSci, LLC, a Delaware limited liability company Sublessor and Broadway Investors II, LLC, a Washington limited liability company (“Landlord”), are parties to that certain Hudson Building Office Lease dated Augu |
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| June 30, 2021 |
Exhibit 10.9 THE HUDSON BUILDING OFFICE LEASE Basic Lease Terms. A. EFFECTIVE DATE OF LEASE: August 11th , 2016 B. TENANT: ABSCI, LLC, a Delaware limited liability company Address (For Notices): 101 E. 6th Street, Suite 300 Vancouver, WA 98660 Attn: Sean McClain email: [email protected] C. LANDLORD: BROADWAY INVESTORS II, LLC, a Washington limited liability company Address (For Notices): 101 E |
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| June 30, 2021 |
Offer Letter, by and between the Registrant and Matthew Weinstock, dated July 10, 2018 Exhibit 10.7 Dear Matthew: On behalf of AbSci, I am pleased to offer you a position as Senior Scientist, reporting to the Director of Molecular Sciences. Your first day of employment will be August 6, 2018 and your Full-Time salary will be $112,000.00 per year, paid monthly. Normal office hours are 8:00 am to 5:00 pm, Monday through Friday, although office hours can be modified, as mutually agreed |
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| June 16, 2021 |
Youâve Exceeded the SECâs Traffic Limit U.S. Securities and Exchange Commission Youâve Exceeded the SECâs Traffic Limit Your request rate has exceeded the SECâs maximum allowable requests per second. Your access to SEC.gov will be limited for 10 minutes. Current guidelines limit each user to a total of no more than 10 requests per second, regardless of the number of machines used to submit requests. To ensure that SEC.gov remains |
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| June 16, 2021 |
As confidentially submitted to the Securities and Exchange Commission on June [15], 2021. |
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| June 16, 2021 |
Youâve Exceeded the SECâs Traffic Limit U.S. Securities and Exchange Commission Youâve Exceeded the SECâs Traffic Limit Your request rate has exceeded the SECâs maximum allowable requests per second. Your access to SEC.gov will be limited for 10 minutes. Current guidelines limit each user to a total of no more than 10 requests per second, regardless of the number of machines used to submit requests. To ensure that SEC.gov remains |
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| June 16, 2021 |
Youâve Exceeded the SECâs Traffic Limit U.S. Securities and Exchange Commission Youâve Exceeded the SECâs Traffic Limit Your request rate has exceeded the SECâs maximum allowable requests per second. Your access to SEC.gov will be limited for 10 minutes. Current guidelines limit each user to a total of no more than 10 requests per second, regardless of the number of machines used to submit requests. To ensure that SEC.gov remains |
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| June 16, 2021 |
Youâve Exceeded the SECâs Traffic Limit Exhibit 10.9 THE HUDSON BUILDING OFFICE LEASE Basic Lease Terms. A. EFFECTIVE DATE OF LEASE: August 11th , 2016 B. TENANT: ABSCI, LLC, a Delaware limited liability company Address (For Notices): 101 E. 6th Street, Suite 300 Vancouver, WA 98660 Attn: Sean McClain email: [email protected] C. LANDLORD: BROADWAY INVESTORS II, LLC, a Washington limited liability company Address (For Notices): 101 E |
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| June 16, 2021 |
Youâve Exceeded the SECâs Traffic Limit U.S. Securities and Exchange Commission Youâve Exceeded the SECâs Traffic Limit Your request rate has exceeded the SECâs maximum allowable requests per second. Your access to SEC.gov will be limited for 10 minutes. Current guidelines limit each user to a total of no more than 10 requests per second, regardless of the number of machines used to submit requests. To ensure that SEC.gov remains |
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| June 16, 2021 |
Youâve Exceeded the SECâs Traffic Limit U.S. Securities and Exchange Commission Youâve Exceeded the SECâs Traffic Limit Your request rate has exceeded the SECâs maximum allowable requests per second. Your access to SEC.gov will be limited for 10 minutes. Current guidelines limit each user to a total of no more than 10 requests per second, regardless of the number of machines used to submit requests. To ensure that SEC.gov remains |
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| June 16, 2021 |
Youâve Exceeded the SECâs Traffic Limit U.S. Securities and Exchange Commission Youâve Exceeded the SECâs Traffic Limit Your request rate has exceeded the SECâs maximum allowable requests per second. Your access to SEC.gov will be limited for 10 minutes. Current guidelines limit each user to a total of no more than 10 requests per second, regardless of the number of machines used to submit requests. To ensure that SEC.gov remains |
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| June 16, 2021 |
Youâve Exceeded the SECâs Traffic Limit U.S. Securities and Exchange Commission Youâve Exceeded the SECâs Traffic Limit Your request rate has exceeded the SECâs maximum allowable requests per second. Your access to SEC.gov will be limited for 10 minutes. Current guidelines limit each user to a total of no more than 10 requests per second, regardless of the number of machines used to submit requests. To ensure that SEC.gov remains |
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| June 16, 2021 |
Exhibit 4.2 INVESTORS? RIGHTS AGREEMENT This Investors? Rights Agreement (this ?Agreement?), is made as of October 19, 2020, by and among AbSci Corporation, a Delaware corporation (the ?Company?), and each of the investors listed on Schedule A hereto, each of which is referred to in this Agreement as an ?Investor.? RECITALS WHEREAS, the Company and certain of the Investors are parties to that cert |
