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Illumina 8-K Report, Executive Changes (Apr 9, 2024)

Reports
Leadership Changes·Regulation FD·Exhibits & Filings
Filing Date
Filed April 9, 2024
Period End
April 4, 2024
Security
ILMN
In the record · 2016–202610-K1110-Q338-K167

ILMN filed 11 annual reports (10-K), 33 quarterly reports (10-Q) and 167 current reports (8-K) between 2016 and 2026.

  1. Leadership change8-K · Nov ’17Nov ’17
  2. Material agreement8-K · Sep ’20Sep ’20
  3. Leadership change8-K · Sep ’22Sep ’22
  4. Material agreement8-K · Oct ’26Oct ’26

Summary

Summary of the 8-K filed April 9, 2024. Cited figures are marked; the original filing is the authoritative source.

Illumina, Inc. (ILMN) announced on April 9, 2024 a leadership transition in its finance function.

Ankur Dhingra has been appointed Chief Financial Officer effective April 15, 2024, succeeding Joydeep Goswami, who held both the CFO and Chief Strategy and Development Officer roles. Goswami will serve as an employee-advisor through June 30, 2024 and depart on July 1, 2024. The filing states the departure is not the result of any disagreement on operations, financial reporting, policies, or practices.

Jakob Wedel was also named Chief Strategy and Corporate Development Officer, per the accompanying press release. Dhingra's compensation includes a $650,000a annual base salary, a target cash bonus of 65% of base salary, a one-time $500,000 cash payment subject to clawback for certain terminations before the second anniversary of his appointment, and a one-time equity grant of $3,500,000 (70% PSUs, 30% RSUs vesting over four annual installments). He also receives a $15,000 monthly relocation stipend until the earlier of his San Diego relocation or September 1, 2024.

Goswami will receive a $360,000b lump sum if he completes the Retention Period and performs the specified services. Under Item 7.01, Illumina reaffirmed its first quarter 2024 and full-year 2024 guidance, as previously announced on its February 8, 2024 earnings call. The filing does not restate the guidance figures in its text.

Key Highlights

  1. Ankur Dhingra, formerly CFO of Summit Therapeutics Inc. and CareDx, appointed CFO effective April 15, 2024
  2. Joydeep Goswami, CFO and Chief Strategy and Development Officer, transitions to employee-advisor and departs July 1, 2024
  3. Jakob Wedel named Chief Strategy and Corporate Development Officer, per the press release
  4. Dhingra compensation: $650,000 base salary, 65% target bonus, $500,000 one-time cash payment subject to clawback, and $3.5 million one-time equity grant
  5. Goswami to receive a $360,000 lump sum upon completing the Retention Period and specified services
  6. Company states the leadership change is not the result of any disagreement on operations, financial reporting, policies, or practices
  7. Illumina reaffirmed Q1 2024 and full-year 2024 financial guidance

Frequently Asked Questions

  1. Who is replacing Joydeep Goswami as CFO?

    Ankur Dhingra, who has been appointed Chief Financial Officer effective April 15, 2024. Dhingra becomes principal financial officer for SEC filings on that date. He previously served as CFO of Summit Therapeutics Inc. from May 2022 and CFO of CareDx from March 2021 to May 2022, and spent 18 years at Agilent Technologies.

  2. Did the CFO departure involve any disagreement with the company?

    No. The filing states that Goswami's departure is not the result of any disagreement on matters relating to Illumina's operations, financial reporting, policies, or practices.

  3. What compensation does the new CFO receive?

    Dhingra receives a $650,000 annual base salary, eligibility for an executive variable cash bonus with a 65% target, a one-time $500,000 cash payment subject to possible clawback before the second anniversary of his appointment, and a one-time equity grant of $3,500,000 (70% PSUs, 30% RSUs). He also gets a $15,000 monthly stipend until the earlier of his San Diego relocation or September 1, 2024.

  4. What is the status of Illumina's guidance?

    Illumina reaffirmed its first quarter 2024 and full-year 2024 financial guidance, which was originally announced during its fourth quarter 2023 earnings call on February 8, 2024.

  5. What will Joydeep Goswami do during the transition?

    Under a Retention Agreement dated April 8, 2024, Goswami will serve as an employee-advisor from April 15 through June 30, 2024, continue receiving his base salary, and depart on July 1, 2024. If he completes the Retention Period and specified services, he is entitled to a $360,000 lump sum.