SONX Sonendo Inc

 

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 04, 2024

 

 

Sonendo, Inc.

(Exact name of Registrant as Specified in Its Charter)

 

 

Delaware			001-40988	20-5041718
(State or Other Jurisdiction of Incorporation)			(Commission File Number)	(IRS Employer Identification No.)
26061 Merit Circle, Suite 102
Laguna Hills, California				92653
(Address of Principal Executive Offices)				(Zip Code)

 

Registrant’s Telephone Number, Including Area Code: (949) 766-3636

 

(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:

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common Stock, par value $0.001 per share		SONX		OTC Markets

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

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. ☐

 

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Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On March 4, 2024, Michael P. Watts provided notice of his resignation as Chief Financial Officer of Sonendo, Inc. (the “Company”), effective March 15, 2024, to pursue new opportunities. Mr. Watts’ resignation is not a result of any disagreement with the Company on any matter relating to the Company’s financial reporting, operations, policies or practices. Due to the nature of his employment termination (not a Qualifying Termination as defined in the Company’s Executive Severance Plan), Mr. Watts will not be entitled to receive any severance payments under such plan. As Mr. Watts remained with the Company throughout 2023, he will be entitled to applicable performance-based compensation for the year-ended 2023 as well as a one-time payment for certain activities in the first quarter of 2024. The Company anticipates entering into an agreement with Mr. Watts pursuant to which he will provide certain consulting services to the Company following the effective date of his resignation.

Chris Guo, age 48, the Company’s Vice President Finance and Corporate Controller, has been appointed by the Board of Directors of the Company to serve as Interim Chief Financial Officer from March 15, 2024 until the appointment of Mr. Watts’ successor. Mr. Guo brings extensive experience leading corporate accounting and finance functions. The terms of any new compensation arrangements with Mr. Guo have not been determined as of the date of this Current Report on Form 8-K. If and when such compensation arrangements have been determined, the Company intends to file an amendment to this Form 8-K disclosing such arrangements.

Mr. Guo has served as the Company’s Vice President Finance and Corporate Controller since July 2021. Prior to joining the Company at that time, Mr. Guo served as Vice President of Accounting for Evolus, Inc. (NASDAQ: EOLS) from November 2018 to July 2021, and Director of Financial Reporting for Amphatsar Pharmaceuticals, Inc. (NASDAQ: AMPH) from June 2016 to November 2018. Prior to Amphastar, Mr. Guo was employed by Ernst & Young from 2005 to 2012 and 2013 to 2015 and the Public Company Accounting Oversight Board from 2015 to 2016. Mr. Guo is a Certified Public Accountant and received a Master of Accountancy from the University of Oklahoma in 2002.

Mr. Guo has no family relationship with any director, executive officer or person nominated to become a director or executive officer of the Company. Mr. Guo has not engaged in any transactions with the Company that are required to be disclosed under Item 404(a) of Regulation S-K, nor have any such transactions been proposed. There are no arrangements or understandings between Mr. Guo and any other person pursuant to which he was appointed as the Company’s Interim Chief Financial Officer.

Item 7.01 Regulation FD Disclosure.

On March 8, 2024, the Company issued a press release related to the foregoing mentioned in Item 5.02 of this Current Report on Form 8-K. A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated by reference to this Item 7.01.

The information in this Item 7.01, including Exhibit 99.1, is being furnished and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and is not to be incorporated by reference into any filing by Company under the Securities Act of 1933, as amended, or the Exchange Act, regardless of any general incorporation language contained in such filing, unless otherwise expressly stated in such filing.

Item 9.01 Financial Statements and Exhibits.

The following exhibit is furnished as part of this report:

Exhibit No.		Description
99.1		Press Release issued by Sonendo, Inc., dated March 8, 2024
104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

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SIGNATURES

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

			Sonendo, Inc.
Date:	March 8, 2024	By:	/s/ Bjarne Bergheim
			Bjarne Bergheim President and Chief Executive Officer

 

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SONENDO ANNOUNCES DEPARTURE OF CHIEF FINANCIAL OFFICER

LAGUNA HILLS, Calif. – March 8, 2024 – Sonendo, Inc. (OTCQX: SONX) (“Sonendo”), a leading dental technology company and developer of the GentleWave® System, today announced that Michael P. Watts is stepping down from the position of Chief Financial Officer, effective March 15, 2024, to pursue new opportunities. Chris Guo, Sonendo’s Vice President Finance and Corporate Controller, has been appointed as Interim Chief Financial Officer. Mr. Guo brings extensive experience leading corporate accounting and finance functions. Sonendo’s Board of Directors will conduct a search for a permanent Chief Financial Officer. It is anticipated that following his resignation, Mr. Watts may work with Sonendo from time to time on a consulting basis to ensure a smooth transition.

“My time at Sonendo has been remarkable. Helping bring the GentleWave technology to the broader market with an installed base of over 1,000 systems and over one million procedures performed has been very rewarding. I’m proud to have been part of a great team of dedicated individuals and look forward to watching adoption of the GentleWave procedure continue to expand. I want to thank Bjarne and the Board of Directors for this great opportunity,” said Mr. Watts.

“Since joining the Company in 2017, Mike has been a valuable member of the executive team. He is an excellent business partner and has made many contributions to our growth and success, including having built strong finance and information technology organizations,” said Bjarne Bergheim, President and Chief Executive Officer of Sonendo. “We appreciate Mike’s contributions to the Company and wish him and his family all the best.”

About Sonendo

Sonendo is a commercial-stage medical technology company focused on saving teeth from tooth decay, the most prevalent chronic disease globally. Sonendo develops and manufactures the GentleWave® System, an innovative technology platform designed to treat tooth decay by cleaning and disinfecting the microscopic spaces within teeth without the need to remove tooth structure. The system utilizes a proprietary mechanism of action, which combines procedure fluid optimization, broad-spectrum acoustic energy, and advanced fluid dynamics, to debride and disinfect deep regions of the complex root canal system in a less invasive procedure that preserves tooth structure. The clinical benefits of the GentleWave® System when compared to conventional methods of root canal therapy include improved clinical outcomes, such as superior cleaning that is independent of root canal complexity and tooth anatomy, high and rapid rates of healing and minimal to no post-operative pain. In addition, the GentleWave® System can improve the workflow and economics of dental practices and offers patients an effective, less invasive, and less painful alternative to traditional root canal therapy.

For more information about Sonendo and the GentleWave® System, please visit www.sonendo.com. To find a GentleWave® doctor in your area, please visit www.gentlewave.com.

Forward-Looking Statements

This press release includes forward-looking statements (statements which are not historical facts) within the meaning of the Private Securities Litigation Reform Act of 1995. These statements include, but are not limited to, express or implied forward-looking statements relating to the Company’s anticipated business and financial performance on an on-going basis. You are cautioned that such statements are not guarantees of future performance and that our actual results may differ materially from those set forth in the forward-looking statements. Forward-looking statements are predictions, projections and other statements about future events that are based on current expectations and assumptions; speak only as of the date they are made; and, as a result, are subject to risks and uncertainties that may change at any time. Factors that could cause the Company’s actual results to differ materially from these forward-looking statements are described in detail in our registration statements, reports and other filings with the Securities and Exchange Commission, including the “Risk Factors” set forth in our Annual Report on Form 10-K, as supplemented by our quarterly reports on Form 10-Q. Such filings are available on our website or at www.sec.gov. We undertake no obligation to publicly update or revise forward-looking statements to reflect subsequent developments, events, or circumstances, except as may be required under applicable securities laws. Readers are cautioned not to put undue reliance on forward-looking statements, and the Company assumes no obligation and does not intend to update or revise these forward-looking statements, whether as a result of new information, future events, or otherwise.

Investor Contact:

Gilmartin Group

Greg Chodaczek

IR@Sonendo.com

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v3.24.0.1

Document And Entity Information	Mar. 04, 2024
Cover [Abstract]
Document Type	8-K
Amendment Flag	false
Document Period End Date	Mar. 04, 2024
Entity Registrant Name	Sonendo, Inc.
Entity Central Index Key	0001407973
Entity Emerging Growth Company	true
Entity File Number	001-40988
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	20-5041718
Entity Address, Address Line One	26061 Merit Circle, Suite 102
Entity Address, City or Town	Laguna Hills
Entity Address, State or Province	CA
Entity Address, Postal Zip Code	92653
City Area Code	(949)
Local Phone Number	766-3636
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Entity Ex Transition Period	false
Title of 12(b) Security	Common Stock, par value $0.001 per share
Trading Symbol	SONX
Security Exchange Name	NONE

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