false 0001162194 0001162194 2024-05-31 2024-05-31 iso4217:USD xbrli:shares iso4217:USD xbrli:shares






Washington, D.C. 20549









Pursuant to Section 13 or 15(d) 

of the Securities Exchange Act of 1934


Date of Report (date of earliest event reported): May 31, 2024




Standard BioTools Inc.

(Exact name of registrant as specified in its charter)




Delaware   001-34180   77-0513190
(State or other jurisdiction of
incorporation or organization)
  (Commission File Number)   (I.R.S. Employer Identification Number)


2 Tower Place, Suite 2000
South San Francisco, California 94080
(Address of principal executive offices and zip code)

(650) 266-6000

(Registrant’s telephone number, including area code) 




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 class   Trading Symbol   Name of each exchange on which registered
Common stock, $0.001 par value per share   LAB   Nasdaq Global Select Market


Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 12b-2 of the Exchange Act.


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 May 31, 2024,  Madryn Health Partners (Cayman Master), LP, an entity affiliated with Madryn Asset Management, provided notice to Standard BioTools Inc. (the “Company”) that it has irrevocably withdrawn its March 15, 2024 notice of its intent to nominate director candidates and submit a business proposal at the Company’s upcoming 2024 annual meeting of stockholders, as described in the Company’s definitive proxy statement filed with the U.S. Securities and Exchange Commission on May 21, 2024. The Company intends to distribute to stockholders a revised proxy card reflecting such withdrawal.






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: June 3, 2024
By: /s/ Jeffrey Black
  Name:  Jeffrey Black
  Title:  Chief Financial Officer