If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. Checkbox not checked

The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).






SCHEDULE 13D




Comment for Type of Reporting Person:
* Beneficial ownership of the Akoya Common Stock (as defined below) is being reported hereunder solely because the Reporting Person (as defined below) may be deemed to have beneficial ownership of such Akoya Common Stock as a result of the Akoya Voting Agreement (as defined below) described in Item 3, Item 4 and Item 5 of this Schedule 13D. Neither the filing of this Schedule 13D nor any of its contents shall be deemed to constitute an admission by the Reporting Person that it is the beneficial owner of any Akoya Common Stock for purposes of Section 13(d) of the Securities Exchange Act of 1934, as amended, or for any other purpose, and such beneficial ownership thereof is expressly disclaimed. The shares of Akoya Common Stock over which the Reporting Person may be deemed to have shared voting power are comprised of the 27,714,011 outstanding shares of Akoya Common Stock that are currently subject, in the aggregate, to the Akoya Voting Agreement, but does not include shares of Akoya Common Stock underlying any stock options or any restricted stock units held by the Supporting Stockholders (as defined below). Based on information provided by the Supporting Stockholders, as of January 9, 2025, there were 3,279,766 shares of Akoya Common Stock underlying stock options and 1,187,500 shares of Akoya Common Stock underlying restricted stock units, held in aggregate by the Supporting Stockholders. Upon the exercise of any such stock options or vesting of any such restricted stock units, or any other security exchangeable for any Akoya Common Stock, by a Supporting Stockholder, such shares of Akoya Common Stock acquired upon such exercise or vesting, as the case may be, shall be included under the Akoya Voting Agreement, and the Reporting Person may be deemed to have beneficial ownership of such additional shares of Akoya Common Stock, if any. The percentage calculation is based on 49,572,746 shares of Akoya Common Stock outstanding as of January 6, 2025 (based on the representations by Akoya (as defined below) in the Merger Agreement (as defined below)).


SCHEDULE 13D


 
Quanterix Corporation
 
Signature:/S/ VANDANA SRIRAM
Name/Title:Vandana Sriram, Chief Financial Officer
Date:01/16/2025

SCHEDULE A

 

BOARD OF DIRECTORS AND EXECUTIVE OFFICERS OF QUANTERIX

 

The name, present principal occupation or employment and citizenship of each member of the Board of Directors and each executive officer of Quanterix are as set forth below. Unless otherwise indicated, each occupation set forth opposite an individual’s name refers to a position with Quanterix. The business address of each of the below individuals is c/o Quanterix Corporation, 900 Middlesex Turnpike, Billerica, Massachusetts 01821.

 

Name Present Principal Occupation or Employment Citizenship
Masoud Toloue President and Chief Executive Officer and Director, Quanterix United States
Vandana Sriram Chief Financial Officer United States
William P. Donnelly Director, Quanterix; Lead Director, Ingersoll Rand; Director, TRowe Price United States
Jeffrey T. Elliott Director, Quanterix; Senior Advisor, Boston Consulting Group United States
Karen A. Flynn

Director, Quanterix; Director, Sotera Health Company; Director,

GermFree Laboratories

United States
Sarah E. Hlavinka

Director, Quanterix; Executive Vice President, Chie Legal Officer and Corporate

Secretary, The ODP Corporation

United States
Ivana Magovčević-Liebisch Director, Quanterix; President and Chief Executive Officer, Vigil Neuroscience United States
Martin Madaus Director, Quanterix; Operating Executive, The Carlyle Group United States
Paul M. Meister

Director, Quanterix; Partner, Novalis LifeSciences; Co-Founder and Chief

Executive Officer, Liberty Lane Partners, LLC

United States
David R. Walt

Director, Quanterix; Hansjörg Wyss Professor of Biologically Inspired

Engineering and Professor of Pathology, Harvard Medical School

United States