Annual report [Section 13 and 15(d), not S-K Item 405]



>






true


FY


Allena Pharmaceuticals, Inc.


0001624658


MA


















0001624658




2020-01-01


2020-12-31






0001624658




2021-03-05






0001624658




2020-06-30





xbrli:shares




iso4217:USD













UNITED STATES


SECURITIES AND EXCHANGE COMMISSION


Washington, D.C. 20549








FORM


10-K/A




(Amendment No. 1)








(Mark One)












ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934



For the fiscal year ended


December 31

,

2020




OR














TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934



For the transition period from                      to


Commission File Number:


001-38268











ALLENA PHARMACEUTICALS, INC.



(Exact name of registrant as specified in its charter)













































Delaware







45-2729920





(State or other jurisdiction of


incorporation or organization)




(I.R.S. Employer


Identification No.)






One Newton Executive Park

,

Suite 202




Newton

,

MA






02462




(Address of principal executive offices)




(Zip Code)



(

617

)


467-4577




(Registrant’s telephone number, including area code)


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, par value $0.001 per share






ALNA






The Nasdaq Global Select Market




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


None








Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.     Yes  ☐

No




Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or 15(d) of the Act.     Yes  ☐

No




Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

Yes

☒    No  ☐


Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation

S-T

(§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).

Yes

☒    No  ☐


Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a

non-accelerated

filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule

12b-2

of the Exchange Act.




























































Large accelerated filer





Accelerated filer









Non-accelerated filer






Smaller reporting company














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.





Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report.





Indicate by check mark whether the registrant is a shell company (as defined in Rule

12b-2

of the Exchange Act).     Yes  ☐    No





As of June 30, 2020, the last business day of the registrant’s most recently completed second fiscal quarter, the aggregate market value of Common Stock held by

non-affiliates

of the registrant computed by reference to the price of the registrant’s Common Stock (based on the last reported sale price on the Nasdaq Global Select Market as of such date) was $

50,915,080

.


As of March 5, 2021, there were

56,879,679

shares of the registrant’s Common Stock, $0.001 par value per share, outstanding.


DOCUMENTS INCORPORATED BY REFERENCE


None.
















EXPLANATORY NOTE



Allena Pharmaceuticals, Inc. (the “Company”) is filing this Amendment No. 1 (the “Amendment”) on Form

10-K/A

to amend its Annual Report on Form

10-K

for the fiscal year ended December 31, 2020, filed with the Securities and Exchange Commission on March 11, 2021 (the “Original

10-K”),

for the purpose of filing revised versions of Exhibits 31.1 and 31.2 filed with the Original

10-K.



The Company is filing revised exhibits solely in order to include in the certifications set forth in the Exhibits the language of revised paragraph 4(b), which language was inadvertently omitted from the certifications when originally filed. The Amendment does not reflect events occurring after the date of the filing of the Original

10-K

or modify or update any of the other disclosures contained therein in any way. Accordingly, the Amendment should be read in conjunction with the Original

10-K.

The Amendment consists solely of the preceding cover page, this explanatory note, the signature page and paragraphs 1, 2, 4 and 5 of each of the revised certifications filed as exhibits to the Amendment. Because no financial statements have been included in this Amendment, paragraph 3 of each of the certifications set forth in the Exhibits has been omitted.





1
















ITEM 15.



EXHIBITS, FINANCIAL STATEMENT SCHEDULES













3.



List of Exhibits



See the exhibit Index in Item 15(b) below.










(b)



Exhibit Index.















































Exhibit


Number




Description




31.1*



Certification of Principal Executive Officer pursuant to Exchange Act Rules

13a-14(a)

and

15d-14(a),

as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002




31.2*



Certification of Principal Financial Officer pursuant to Exchange Act Rules

13a-14(a)

and

15d-14(a),

as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002




104


Cover Page Interactive Data File—the cover page interactive data file does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.









*


Filed herewith.





2










SIGNATURES


Pursuant to the requirements of Section 13 or 15(d) 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.





























































ALLENA PHARMACEUTICALS, INC.






Date:


November 12, 2021


By:



/s/ Louis Brenner









Louis Brenner, M.D.



Chief Executive Officer and Director




(Principal Executive Officer)






3




The above information was disclosed in a filing to the SEC. To see the filing, click here.

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Other recent filings from the company include the following:

Statement of acquisition of beneficial ownership by individuals - Jan. 25, 2022
Allena Pharmaceuticals Provides Clinical And Corporate Update ALLN-346, - Jan. 4, 2022

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