drna-20200916
FALSE000139952900013995292020-09-162020-09-16

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 16, 2020
__________________________________________________
DICERNA PHARMACEUTICALS, INC.
(Exact name of registrant as specified in its charter)
__________________________________________________
Delaware001-3628120-5993609
(State or other jurisdiction
of incorporation)		(Commission
File Number)		(IRS Employer
Identification Number)
33 Hayden Avenue
Lexington, Massachusetts
 
 02421
(Address of registrant’s principal executive office)
 (Zip code)
(617) 621-8097
(Registrant’s telephone number, including area code)


(Former name or former address, if changed since last report)
__________________________________________________
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading symbol(s)Name of each exchange on which registered
Common Stock, par value 00013995292020-09-162020-09-16

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 16, 2020
__________________________________________________
DICERNA PHARMACEUTICALS, INC.
(Exact name of registrant as specified in its charter)
__________________________________________________
Delaware001-3628120-5993609
(State or other jurisdiction
of incorporation)		(Commission
File Number)		(IRS Employer
Identification Number)
33 Hayden Avenue
Lexington, Massachusetts
 
 02421
(Address of registrant’s principal executive office)
 (Zip code)
(617) 621-8097
(Registrant’s telephone number, including area code)


(Former name or former address, if changed since last report)
__________________________________________________
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading symbol(s)Name of each exchange on which registered
Common Stock, par value $0.0001 per shareDRNAThe Nasdaq Global Select Market
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934.
Emerging growth company  ☐


If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ☐


Item 8.01 Other Events.
On September 16, 2020, the Company announced that Ling Zeng was appointed to serve as the Company’s Chief Legal Officer and Secretary, effective as of September 16, 2020. In connection with such appointment, the Company issued a press release on September 16, 2020, a copy of which is attached as Exhibit 99.1 to this Current Report on Form 8-K.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
Exhibit
No.		Description
99.1
104Cover Page Interactive Data File (embedded within the Inline XBRL document).



SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Date: September 16, 2020DICERNA PHARMACEUTICALS, INC.
By:
/s/ Douglas M. Fambrough, III
Douglas M. Fambrough, III, Ph.D.
Chief Executive Officer
DRNAThe Nasdaq Global Select Market
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934.
Emerging growth company  ☐


If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ☐


Item 8.01 Other Events.
On September 16, 2020, the Company announced that Ling Zeng was appointed to serve as the Company’s Chief Legal Officer and Secretary, effective as of September 16, 2020. In connection with such appointment, the Company issued a press release on September 16, 2020, a copy of which is attached as Exhibit 99.1 to this Current Report on Form 8-K.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
Exhibit
No.		Description
99.1
104Cover Page Interactive Data File (embedded within the Inline XBRL document).



SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Date: September 16, 2020DICERNA PHARMACEUTICALS, INC.
By:
/s/ Douglas M. Fambrough, III
Douglas M. Fambrough, III, Ph.D.
Chief Executive Officer

 Document
Exhibit 99.1
image011.jpg
Dicerna Appoints Ling Zeng as Chief Legal Officer and Secretary
– Biopharmaceutical Industry Veteran Brings Expertise in Global Drug Development and Corporate Governance –
LEXINGTON, Mass., Sept. 16, 2020 -- Dicerna Pharmaceuticals, Inc. (Nasdaq: DRNA) (the “Company” or “Dicerna”), a leading developer of investigational ribonucleic acid interference (RNAi) therapeutics, today announced the appointment of Ling Zeng as chief legal officer and secretary and a member of the Company’s executive leadership team, effective immediately.

“Ling is a proven legal expert with deep and diverse biopharma experience, from research through global commercialization, and we welcome her to our management team,” said Douglas Fambrough, Ph.D., president and chief executive officer of Dicerna. “Ling’s significant knowledge of global drug development, combined with her extensive strategic alliance and corporate governance experience, will be especially valuable as we continue to advance core and collaborative discovery and development programs and evolve as a company into a fully integrated commercial-stage organization.

“I would also like to thank Bruce Leicher, who has served as our acting general counsel and chief compliance officer since early 2019,” Dr. Fambrough continued. “Dicerna has benefitted significantly from Bruce’s counsel and experience as a longtime strategic legal advisor in the biopharmaceutical industry, and we appreciate his contributions to Dicerna’s growth and successes over the past two years.”

“Dicerna has brought together a highly motivated, talented team of patient-focused leaders who are driven to bring forward new RNAi therapies to benefit human health,” said Ms. Zeng. “Built upon an entrepreneurial culture in an area that is increasingly recognized as one of the most promising fields of drug development, I am energized and excited to be joining Dicerna at such an important time in its growth trajectory, and I look forward to contributing to Dicerna's continued success.”

Over a career spanning more than two decades in the life sciences industry, Ms. Zeng has gained broad and deep experience in biopharmaceutical law and global drug development, and has held multiple leadership positions in North America, Europe and the Asia-Pacific region. Ms. Zeng joins Dicerna from Novartis AG where she served as deputy head of the legal M&A group responsible for mergers and acquisitions (M&A). In her role, Ms. Zeng was responsible for M&A across all business units and regions. Prior to Novartis, Ms. Zeng held several senior-level positions at Bausch Health Companies, Inc., most recently as vice president and general counsel for Europe, the Middle East and Africa (EMEA), where she was responsible for EMEA legal matters in over 30 countries, and provided counsel on business development efforts, commercial operations, compliance, regulatory and IP strategies, and M&A transactions and integrations. Earlier in her career, Ms. Zeng was an associate at Cleary, Gottlieb, Steen & Hamilton in New York. Ms. Zeng was a research scientist prior to beginning her legal career.

Ms. Zeng earned her Juris Doctor degree from Georgetown University where she graduated cum laude. Ms. Zeng holds a Master of Science in biophysics from Brandeis University and a Bachelor of Science in physics from Peking University.

About Dicerna Pharmaceuticals, Inc.
Dicerna Pharmaceuticals, Inc. (Nasdaq: DRNA) is a biopharmaceutical company focused on discovering, developing and commercializing medicines that are designed to leverage ribonucleic acid interference

Exhibit 99.1
(RNAi) to selectively silence genes that cause or contribute to disease. Using our proprietary RNAi technology platform called GalXC™, Dicerna is committed to developing RNAi-based therapies with the potential to treat both rare and more prevalent diseases. By silencing disease-causing genes, Dicerna’s GalXC platform has the potential to address conditions that are difficult to treat with other modalities. Initially focused on hepatocytes, Dicerna has continued to innovate and is exploring new applications of its RNAi technology beyond the liver, targeting additional tissues and enabling new therapeutic applications. In addition to our own pipeline of core discovery and clinical candidates, Dicerna has established collaborative relationships with some of the world’s leading pharmaceutical companies, including Novo Nordisk A/S, Roche, Eli Lilly and Company, Alexion Pharmaceuticals, Inc., Boehringer Ingelheim International GmbH and Alnylam Pharmaceuticals, Inc. Between Dicerna and our collaborative partners, we currently have more than 20 active discovery, preclinical or clinical programs focused on rare, cardiometabolic, viral, chronic liver and complement-mediated diseases, as well as neurodegeneration and pain. At Dicerna, our mission is to interfere – to silence genes, to fight disease, to restore heath. For more information, please visit www.dicerna.com.

Cautionary Note on Forward-Looking Statements
This press release includes forward-looking statements relating to our business and operations, including the development of our product candidates and technology platform, as well as the therapeutic potential thereof. Such forward-looking statements are subject to risks and uncertainties that could cause actual results to differ materially from those expressed or implied in such statements. Applicable risks and uncertainties include those relating to our preclinical research and clinical programs and other risks identified under the heading "Risk Factors" included in our most recent Form 10-K filing, our subsequent filings on Form 10-Q and in other future filings with the Securities and Exchange Commission. The forward-looking statements contained in this press release reflect Dicerna's current views with respect to future events, and Dicerna does not undertake and specifically disclaims any obligation to update any forward-looking statements.

GalXC™ is a trademark of Dicerna Pharmaceuticals, Inc.

###

Contacts
Media:
Amy Trevvett
+1 617-612-6253
atrevvett@dicerna.com

Investors:
Lauren Stival
+1 617-514-0461
lstival@dicerna.com

v3.20.2
Cover Page
Sep. 16, 2020
Cover [Abstract]  
Document Type 8-K
Document Period End Date Sep. 16, 2020
Entity Registrant Name DICERNA PHARMACEUTICALS, INC.
Entity Incorporation, State or Country Code DE
Entity File Number 001-36281
Entity Tax Identification Number 20-5993609
Entity Address, Address Line One 33 Hayden Avenue
Entity Address, City or Town Lexington
Entity Address, State or Province MA
Entity Address, Postal Zip Code 02421
City Area Code 617
Local Phone Number 621-8097
Written Communications false
Soliciting Material false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Title of 12(b) Security Common Stock, par value $0.0001 per share
Trading Symbol DRNA
Security Exchange Name NASDAQ
Entity Emerging Growth Company false
Amendment Flag false
Entity Central Index Key 0001399529