SEC FORM 3 SEC Form 3
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person*
HUMPHRIES ROMNEY

(Last) (First) (Middle)
C/O ACCELERATE DIAGNOSTICS, INC.
3950 S. COUNTRY CLUB RD., SUITE 470

(Street)
TUCSON AZ 85714

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
02/25/2019
3. Issuer Name and Ticker or Trading Symbol
Accelerate Diagnostics, Inc [ AXDX ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
CHIEF SCIENTIFIC OFFICER
5. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Employee Stock Option (right to buy) (1) 10/23/2027 Common Stock 60,000 19.85 D
Employee Stock Option (right to buy) 03/07/2018 03/07/2028 Common Stock 1,803 25.95 D
Employee Stock Option (right to buy) (2) 01/01/2029 Common Stock 59,830 11.5 D
Explanation of Responses:
1. The options vest in sixty (60) equal monthly installments beginning on October 23, 2019.
2. The options vest in four (4) equal annual installments on each anniversary of the date of grant beginning on January 1, 2021.
Remarks:
Exhibit List: Exhibit 24 - Power of Attorney
/s/ Steve Reichling, attorney-in-fact 03/07/2019
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

Exhibit 24

 

ACCELERATE DIAGNOSTICS, INC.

 

LIMITED POWER OF ATTORNEY

FOR SECTION 16 REPORTING OBLIGATIONS

 

Know all by these presents that the undersigned hereby makes, constitutes and appoints Lawrence Mehren, Steve Reichling, Joshua Schneiderman, Kevin Zen and Carnation Jafari (or any of them acting alone) as the undersigned’s true and lawful attorney-in-fact, with full power and authority as hereinafter described on behalf of and in the name, place and stead of the undersigned to:

 

(1)prepare, execute in the undersigned’s name and on the undersigned’s behalf, and submit to the U.S. Securities and Exchange Commission (the “SEC”) a Form ID, including amendments thereto, and any other documents necessary or appropriate to obtain codes and passwords enabling the undersigned to make electronic filings with the SEC of reports required by Section 16(a) of the Securities Exchange Act of 1934 and the rules and regulations promulgated thereunder, as amended from time to time (the “Exchange Act”);

 

(2)prepare and execute Forms 3, 4 and 5 (including any amendments thereto) with respect to the common stock of Accelerate Diagnostics, Inc., a Delaware corporation (the “Company”), and to file the same with the United States Securities and Exchange Commission, any national securities exchanges and the Company, as considered necessary or advisable under Section 16(a) of the Exchange Act and the Sarbanes-Oxley Act of 2002 (the “Sarbanes-Oxley Act”); and

 

(3)seek or obtain, as the undersigned’s representative and on the undersigned’s behalf, information on transactions in the Company’s common stock from any third party, including brokers, employee benefit plan administrators and trustees, and the undersigned hereby authorizes any such person to release any such information to the undersigned and approves and ratifies any such release of information.

 

The undersigned acknowledges that:

 

(a)any documents prepared and/or executed by any of such attorney-in-fact on behalf of the undersigned pursuant to this power of attorney will be in such form and will contain such information and disclosure as such attorney-in-fact, in his or her discretion, deems necessary or desirable;

 

(b)this power of attorney authorizes, but does not require, such attorney-in-fact to act in his or her discretion on information provided to such attorney-in-fact without independent verification of such information;

 

 

 

 

(c)neither the Company nor such attorney-in-fact assumes (i) any liability for the undersigned’s responsibility to comply with the requirements of the Securities Act of 1933, as amended (the “Securities Act”), the Exchange Act or the Sarbanes-Oxley Act (as applicable), (ii) any liability of the undersigned for any failure to comply with such requirements, or (iii) any obligation or liability of the undersigned for profit disgorgement under Section 16(b) of the Exchange Act; and

 

(d)this power of attorney does not relieve the undersigned from responsibility for compliance with the undersigned’s obligations under the Securities Act and the Exchange Act, including, but not limited to, the reporting requirements under Section 16(a) of the Exchange Act.

 

The undersigned hereby gives and grants the foregoing attorney-in-fact full power and authority to do and perform all and every act and thing whatsoever requisite, necessary or appropriate to be done in and about the foregoing matters as fully to all intents and purposes as the undersigned might or could do if present, hereby ratifying all that such attorney-in-fact of, for and on behalf of the undersigned shall lawfully do or cause to be done by virtue of this power of attorney.

 

This power of attorney shall remain in full force and effect until revoked by the undersigned in a signed writing delivered to the Secretary of the Company.

 

 

[SIGNATURE PAGE FOLLOWS] 

 

 

 

IN WITNESS WHEREOF, the undersigned has caused this power of attorney to be executed as of the date set forth below.

 

 

  /s/ Romney Humphries
  Romney Humphries
      
      
  Date:  3/4/19