As filed with the Securities and Exchange Commission on March 17, 2025
Registration No. 333-
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM S-8
REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933
Hyperfine, Inc.
(Exact name of registrant as specified in its charter)
| Delaware | 98-1569027 | |
| (State or other jurisdiction of incorporation or organization) |
(I.R.S. Employer Identification Number) |
351 New Whitfield Street
Guilford, Connecticut 06437
(Address, including zip code, of registrant’s principal executive offices)
Hyperfine, Inc. 2021 Equity Incentive Plan
(Full title of the plan)
Maria Sainz
President and Chief Executive Officer
Hyperfine, Inc.
351 New Whitfield Street
Guilford, Connecticut 06437
Telephone: (866) 796-6767
(Name, address and telephone number, including area code, of agent for service)
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 7(a)(2)(B) of the Securities Act. ☐
EXPLANATORY NOTE
This Registration Statement registers an aggregate of 2,925,261 additional shares (the “Shares”) of Class A common stock, par value $0.0001 per share (the “Class A common stock”), of Hyperfine, Inc. (the “Registrant”), reserved under the Hyperfine, Inc. 2021 Equity Incentive Plan (the “2021 Plan”), representing an increase of 2,925,261 shares reserved under the 2021 Plan effective January 1, 2025 by operation of the 2021 Plan’s “evergreen” provision. This registration statement registers additional securities of the same class as other securities for which registration statements filed on Form S-8 (File Nos. 333-270751 and 333-278186) relating to an employee benefit plan are effective. The information contained in the Registrant’s registration statements on Form S-8 filed with the Securities and Exchange Commission on March 22, 2023 and March 22, 2024 (File Nos. 333-270751 and 333-278186) is hereby incorporated by reference pursuant to General Instruction E of Form S-8.
PART II
INFORMATION REQUIRED IN THE REGISTRATION STATEMENT
Item 8. Exhibits.
| + | Denotes management contract or compensatory plan or arrangement. |
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The Registrant. Pursuant to the requirements of the Securities Act of 1933, the registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-8 and has duly caused this registration statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the Town of Guilford, State of Connecticut, on March 17, 2025.
| HYPERFINE, INC. | ||
| By: | /s/ Maria Sainz | |
| Maria Sainz | ||
| President, Chief Executive Officer and Director | ||
POWER OF ATTORNEY
Each person whose signature appears below constitutes and appoints each of Maria Sainz and Brett Hale, acting alone or together with another attorney-in-fact, as his or her true and lawful attorney-in-fact and agent, with full power of substitution and resubstitution, for such person and in his or her name, place and stead, in any and all capacities, to sign any or all further amendments (including post-effective amendments) to this registration statement, and to file the same, with all exhibits thereto, and other documents in connection therewith, with the Securities and Exchange Commission, granting unto said attorneys-in-fact and agents, and each of them, full power and authority to do and perform each and every act and thing requisite and necessary to be done in and about the premises, as fully to all intents and purposes as he or she might or could do in person, hereby ratifying and confirming all that said attorney-in-fact and agent, or his or her substitute or substitutes, may lawfully do or cause to be done by virtue hereof.
Pursuant to the requirements of the Securities Act of 1933, this registration statement has been signed by the following persons in the capacities and on the date indicated.
| Signature |
Title |
Date | ||
| /s/ Maria Sainz Maria Sainz |
President, Chief Executive Officer and Director (Principal Executive Officer) |
March 17, 2025 | ||
| /s/ Brett Hale Brett Hale |
Chief Administrative Officer and Chief Financial Officer (Principal Financial Officer and Principal Accounting Officer) |
March 17, 2025 | ||
| /s/ R. Scott Huennekens R. Scott Huennekens |
Chairperson | March 17, 2025 | ||
| /s/ Jonathan M. Rothberg, Ph.D. Jonathan M. Rothberg, Ph.D. |
Director | March 17, 2025 | ||
| /s/ John Dahldorf John Dahldorf |
Director | March 17, 2025 | ||
| /s/ Ruth Fattori Ruth Fattori |
Director | March 17, 2025 | ||
| /s/ Daniel J. Wolterman Daniel J. Wolterman |
Director | March 17, 2025 | ||
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