UNITED ~~STATESSECURITIES AND EXCHANGE COMMISSIONWASHINGTON, D.C. 20549~~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~~the ~~(Date~~Securities ofExchange ~~earliest~~Act ~~event~~of ~~reported): March 17, 2022 (March 13, 2022)~~1934

Date of Report (Date of earliest event reported): April 8, 2022

KALEIDO BIOSCIENCES, INC.

(Exact name of Registrant as Specified in Its Charter)

Delaware	001-38822	~~001-38822~~	47-3048279
(State or Other Jurisdictionof Incorporation)	(Commission File Number)	~~(Commission File Number)~~	(IRS EmployerIdentification No.)
65 Hayden Avenue
Lexington, Massachusetts			02421
(Address of Principal Executive Offices)			(Zip Code)

65 Hayden Avenue

Lexington, Massachusetts

02421

(Address of Principal Executive Offices)

(Zip Code)

Registrant’s Telephone Number, Including Area Code: (617) 674-9000

Not Applicable

(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:

☐	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(s)

Name of each exchange

on which registered

Common Stock, $0.001 Par Value

KLDO

NASDAQ Global Select Market

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. ☐

IfItem an3.01 ~~emerging~~Notice ~~growth~~of ~~company,~~Delisting ~~indicate~~or byFailure ~~check mark if the registrant has elected not~~ to ~~use~~Satisfy ~~the~~a ~~extended~~Continued ~~transition~~Listing ~~period~~Rule ~~for complying with any new~~ or ~~revised~~Standard; ~~financial~~Transfer ~~accounting standards provided pursuant to Section 13(a)~~ of ~~the Exchange Act~~Listing.

☐On April 8, 2021, Kaleido Biosciences, Inc. (the “Company”) delivered formal notice to The Nasdaq Stock Market, Inc. that the Company intends to voluntarily delist its common stock, par value $0.001 per share (the “Common Stock”), from the Nasdaq Global Select Stock Market (“Nasdaq”) in connection with the Company’s cessation of all operations as described in Item 8.01 below.

The Company expects to file a Form 25 with the Securities and Exchange Commission (the “SEC”) on or about April 18, 2022 to effect the voluntary delisting of the Common Stock under Section 12(b) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and that the delisting will be effective on or about April 28, 2022 – ten days after the filing of the Form 25. Following the effectiveness of the delisting, it intends to file a Form 15 with the SEC to suspend the Company’s Exchange Act reporting obligations.

Item 5.02

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

(a) On ~~March~~April 138, 2022, ~~Grady~~Daniel ~~Burnett,~~Menichella ~~a member of the Board of Directors (the “Board of Directors”) of Kaleido Biosciences, Inc. (the “Company”)~~ tendered his resignation from the Company’s Board of Directors. ~~In connection with his resignation from~~ (the “Board of Directors”), ~~Mr.~~and ~~Burnett also resigned from~~ all committees of the Board of Directors on which he served~~, including the Nominating and Corporate Governance Committee and the Audit Committee of the Board~~. The decision ~~by Mr. Burnett~~ to resign was not the result of any disagreements with the Board of Directors or management of the Company.

(b) On ~~March 15~~April 8, 2022, ~~Geoffrey~~the ~~von~~employment ~~Maltzahn, and member~~ of ~~the~~each ~~Board~~ of ~~Directors~~(i) Daniel Menichella, ~~tendered~~the ~~his~~Company’s ~~resignation~~principal ~~from~~executive ~~the~~officer ~~Board~~and ofnamed ~~Directors. At~~executive ~~the~~officer, ~~time~~(ii) William ~~of his resignation~~Duke, ~~Dr.~~the ~~Maltzahn~~Company’s ~~did~~principal ~~not~~financial ~~serve~~and onaccounting ~~any~~officer ~~committees~~and ofnamed ~~the~~executive ~~Board~~officer, ofand ~~Directors.~~(iii) Johan ~~The~~van ~~decision~~Hykckama byVlieg, ~~Dr.~~a ~~Maltzahn~~named toexecutive ~~resign~~officer, was ~~not~~terminated ~~the~~effective ~~result~~immediately ofin ~~any~~connection ~~disagreements~~ with the ~~Board~~Company’s cessation of ~~Directors~~operations oras ~~management~~described ofin ~~the~~Item ~~Company~~8.01 below.

~~Theo~~Item ~~Melas-Kyriazi,~~8.01 anOther ~~executive partner of Flagship Pioneering, remains as the Chairman of the Board of Directors~~Events.

~~Item~~On 9April 8, 2022, the Board of Directors, voted to immediately wind-down and cease all of the Company’s ongoing operations.01 ~~Financial~~In ~~Statements~~connection with cessation of activities, the employment of all of the Company’s remaining employees was terminated effective immediately. As previously announced, the Company had initiated a strategic process, in an attempt to maximize shareholder value and ~~Exhibits~~engaged professional advisors, including an investment banker to act as a strategic advisor in the process. Unfortunately the strategic process did not result in the identification of any viable transactions, and given its limited remaining resources, the Company cannot continue operations and believes that the best alternative is an orderly wind-down process. The Company is evaluating additional details regarding the wind-down, and will provide further information when available.

Item 9.01.

Financial Statements and Exhibits.

(d) Exhibits:

Exhibit No.		Description
ExhibitNo.		Description
104		Cover Page Interactive Data File (embedded within the Inline XBRL document).

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.

			~~KALEIDO BIOSCIENCES, INC.~~		KALEIDO BIOSCIENCES, INC.
Date:	March 17, 2022	By:	/s/ Daniel L. Menichella
Date: April 8, 2022				By:	/s/ Theo Melas-Kyriazi
			Daniel L. MenichellaChief Executive Officer, President and Director
					Theo Melas-Kyriazi Director

Filing Compare · Kaleido Biosciences, Inc.