8-K

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

Date of Report (Date of Earliest Event Reported):

March 7, 2023 (March 7, 2023)

Akili, Inc.

(Exact name of registrant as specified in its charter)

Delaware

001-40558

98-1586159

(State or Other Jurisdiction

of Incorporation)

(Commission

File Number)

(IRS Employer

Identification No.)

125 Broad Street, Fifth Floor,

Boston MA

02110

(Address of Principal Executive Offices)

(Zip Code)

(617) 456-0597

(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(s)

Name of each exchange

on which registered

Common stock, par value $0.0001 per share

AKLI

Nasdaq Capital 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. ☐

Item 2.02

Results of Operations and Financial Condition.

On March 7, 2023, Akili, Inc. (the “Company”) announced its financial results for the quarter and year ended December 31, 2022. A copy of the press release issued in connection with the announcement is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference. This Exhibit 99.1 shall be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, except for the full text in the bullet point entitled “2023 Non-GAAP Total Operating Expenses” included under the section header “2023 Operating Plan and Financial Guidance” (the “2023 OpEx Guidance”) which is being furnished and shall be incorporated by reference in all appropriate filings under the Securities Act of 1933, as amended, except for the first two paragraphs of Exhibit 99.1 and the 2023 OpEx Guidance, each of which is being “furnished” and shall not be deemed “filed” except as expressly set forth by specific reference in such a filing.

Item 9.01

Financial Statements and Exhibits.

(d) Exhibits.


No.		Description of Exhibit

99.1		Press Release issued by Akili, Inc. on March 7, 2023

104		Cover Page Interactive Data File (embedded within the Inline XBRL document).

SIGNATURES

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.


Akili, Inc.

By:		/s/ Santosh Shanbhag
Name:		Santosh Shanbhag
Title:		Chief Financial Officer

Date: March 7, 2023

Akili Inc. filed SEC Form 8-K: Results of Operations and Financial Condition, Financial Statements and Exhibits