UNITED 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

Ultragenyx Pharmaceutical Inc.

(Exact name of Registrant as Specified in Its Charter)

(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:

Securities registered pursuant to Section 12(b) of the Act:

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. ☐

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

As reported by Ultragenyx Pharmaceutical Inc. (the “Company”) in its Current Report on Form 8-K filed with the Securities and Exchange Commission (the “SEC”) on September 2, 2020 (the “Form 8-K”), the Company previously announced that Mardi C. Dier has been appointed as the Company’s Executive Vice President and Chief Financial Officer (“CFO”), effective as of November 2, 2020, and will succeed Shalini Sharp, who will cease to serve as the CFO of the Company as of such date.  In order to facilitate the transition of responsibilities from Ms. Sharp to Ms. Dier, the Company has modified the effective date of Ms. Dier’s appointment as the Company’s CFO from November 2, 2020 to October 12, 2020 (the “Effective Date”).  Ms. Sharp ceased to serve as the Company’s CFO on the Effective Date but will continue to serve in her capacity as the Company’s Executive Vice President, Finance until November 2, 2020 to assist with the transition of responsibilities.  After November 2, 2020, Ms. Sharp will continue to be an employee of the Company and provide transition related support until May 2, 2021 or such earlier date as mutually agreed between Ms. Sharp and the Company. 

In connection with the modification to the Effective Date as described above, the Company and Ms. Dier entered into Amendment No. 1 dated October 9, 2020 (the “Offer Letter Amendment”), to the offer letter dated August 28, 2020 (the “Offer Letter”) and the Company and Ms. Sharp entered into Amendment No. 2 dated October 8, 2020 (the “Transition Agreement Amendment”) to the Transition Letter Agreement dated March 5, 2020 (“Transition Letter Agreement”), as amended on August 28, 2020 (“Amendment No. 1”).  The foregoing description of the Offer Letter Amendment and Transition Agreement Amendment are only summaries and are qualified in their entirety by reference to the full text of the Offer Letter Amendment and Transition Agreement Amendment, copies of which are filed as Exhibit 10.1 and Exhibit 10.2, respectively, and incorporated by reference herein.

Copies of the Offer Letter and Amendment No. 1 were previously filed with the SEC as Exhibit 10.1 and Exhibit 10.2, respectively, on the Form 8-K.  A copy of the Transition Letter Agreement was previously filed as Exhibit 10.1 to the Company’s Current Report on Form 8-K filed with the SEC on March 6, 2020.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

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.