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Illumina (NASDAQ: ILMN) nominates David P. King as three directors retire

Filing Impact
(High)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Illumina, Inc. announced upcoming changes to its Board of Directors, with three current members planning to retire at the 2026 annual meeting of stockholders.

Drs. Frances Arnold, Robert S. Epstein, and Gary S. Guthart will retire effective May 21, 2026, and the company states their retirements are not due to any dispute or disagreement with the company or its Board.

The Board has nominated David P. King, a former CEO and Executive Chairman of Laboratory Corporation of America with extensive healthcare and life sciences board experience, to stand for election as a director at the 2026 annual meeting.

Positive

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Negative

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Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers Governance
Key personnel changes including departures, elections, or appointments of directors and executive officers.
Item 7.01 Regulation FD Disclosure Disclosure
Material non-public information disclosed under Regulation Fair Disclosure, often investor presentations or guidance.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Director retirement effective date May 21, 2026 Effective date of retirements for Drs. Arnold, Epstein, and Guthart at 2026 annual meeting
Press release date April 2, 2026 Date Illumina announced Board changes and David P. King nomination
Regulation FD Disclosure regulatory
"Item 7.01 Regulation FD Disclosure. On April 2, 2026, the Company issued a press release"
Regulation FD disclosure requires public companies to share important, market-moving information with everyone at the same time instead of tipping off analysts or large investors first. Think of it as making sure all players on a field hear the same announcement simultaneously; that fairness helps investors trust that stock prices reflect the same information and reduces the risk of sudden, unfair trading advantages or regulatory penalties for selective leaks.
annual meeting of stockholders financial
"effective as of May 21, 2026 (the date of the Company’s 2026 annual meeting of stockholders)"
emerging growth company regulatory
"Emerging growth company o Item 5.02 Departure of Directors or Certain Officers"
An emerging growth company is a recently public or smaller public firm that qualifies for temporary, lighter regulatory and disclosure rules to reduce the cost and effort of being public. For investors, it means the company may provide less historical financial detail and face fewer reporting requirements than larger firms, so it can grow more quickly but also carries higher uncertainty—like buying a promising early-stage product with fewer user reviews.
press release financial
"the Company issued a press release announcing the changes in Board membership"
A press release is an official statement issued to share important news or updates with the public and media outlets. It acts like a company’s way of communicating key information quickly and directly, helping investors understand recent developments and make informed decisions. Think of it as a formal announcement that provides transparent, timely insights into a company’s activities or plans.
Exhibit 99.1 regulatory
"99.1 Illumina, Inc. Press Release, dated April 2, 2026"
Exhibit 99.1 is a label used in regulatory filings to identify a specific attached document, most often a company press release or investor presentation filed with securities regulators. For investors it matters because it marks an official, contemporaneous source of information directly tied to a filing—like the original news article pinned to a legal record—so traders and analysts treat it as an authoritative statement that can move a stock or clarify a company’s situation.
0001110803FALSEApril 2, 202600011108032026-04-022026-04-02

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): April 2, 2026
ilmnlogoa19.jpg
Illumina, Inc.
(Exact name of registrant as specified in its charter)

001-35406
(Commission File Number)
Delaware 33-0804655
(State or other jurisdiction of incorporation) (I.R.S. Employer Identification No.)

5200 Illumina Way, San Diego, CA 92122
(Address of principal executive offices) (Zip code)

(858202-4500
(Registrant’s telephone number, including area code)

N/A
(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 classTrading Symbol(s)Name of each exchange on which registered
Common Stock, $0.01 par valueILMNThe 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 13a of the Exchange Act. o    



Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
(b) On April 2, 2026, each of Drs. Frances Arnold, Robert S. Epstein and Gary S. Guthart notified the Board of Directors (the "Board") of Illumina, Inc. (the "Company") of her or his intention to retire as a director of the Company, effective as of May 21, 2026 (the date of the Company’s 2026 annual meeting of stockholders).

The retirements of Drs. Arnold, Epstein and Guthart are not the result of any dispute or disagreement with the Company or the Board on any matter relating to the operations, policies or practices of the Company.
Item 7.01 Regulation FD Disclosure.

On April 2, 2026, the Company issued a press release announcing the changes in Board membership described in Item 5.02(b) above and that the Board has nominated David King for election as a director at the Company’s 2026 annual meeting of stockholders. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

In accordance with General Instruction B.2 of Form 8-K, the information in this Item 7.01, including Exhibit 99.1, shall not be deemed to be "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, and shall not be incorporated by reference into any registration statement or other document filed under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
99.1    Illumina, Inc. Press Release, dated April 2, 2026
104    Cover Page Interactive Data File (embedded within the Inline XBRL document)    




SIGNATURE

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.
    
 
ILLUMINA, INC.
 
Date:April 2, 2026By:
/s/ SCOTT DAVIES
 Name:Scott Davies
 Title:Chief Legal Officer




Exhibit Index
Exhibit NumberDescription
99.1
Illumina, Inc. Press Release, dated April 2, 2026
104Cover Page Interactive Data File (embedded within the Inline XBRL document)


image1a.jpg
    
Illumina Announces Changes to Board of Directors

David P. King nominated to support next phase of growth and innovation;
Frances Arnold, Robert S. Epstein, and Gary S. Guthart to retire from the Board

SAN DIEGO, April 2, 2026 /PRNewswire/ -- Illumina, Inc. (NASDAQ: ILMN) today announced changes to its Board of Directors. Frances Arnold, PhD, Robert S. Epstein, MD, and Gary S. Guthart, PhD, will retire from the Board in connection with the company’s upcoming annual meeting of shareholders, and the Board has nominated David P. King to be elected as a member of the Board.

“On behalf of the entire Board and management team, I want to thank Frances, Robert, and Gary for their exceptional service to Illumina,” said Scott Gottlieb, MD, Chair of the Board. “Their sound judgment and steady commitment helped steer the company through a period of transformation. Additionally, we’re pleased to nominate David King to the Board. Dave brings operating experience, public company board leadership, and regulatory insight forged across the healthcare and life sciences landscape. He has led complex organizations and advised companies at the intersection of innovation and patient care, translating technological advances into scalable, real-world applications that improve healthcare. With strong Board support, Illumina continues to lead the industry in advancing the integration of genomics into the practice of medicine.”

About David P. King
David P. King has extensive experience in healthcare and life sciences, serving in executive and non-executive roles. Mr. King is the former Executive Chairman and CEO of Laboratory Corporation of America Holdings (NYSE: LH), and currently serves as a director and chair of both Privia Health (NSDQ: PRVA) and AmSurg Corporation, and as a director of Smith & Nephew (NYSE: SNN). His board experience includes recent positions at several healthcare companies including ZimVie (2022-2025), VaxCare (2021-2025), and Health Channels. Before joining LabCorp in 2001, Mr. King was a partner at Hogan & Hartson LLP (now Hogan Lovells) where he was a key leader in the firm’s healthcare fraud and abuse practice, representing healthcare companies in investigations and litigation.

About Illumina
Illumina is improving human health by unlocking the power of the genome. Our focus on innovation has established us as a global leader in DNA sequencing and array-based technologies, serving customers in the research, clinical, and applied markets. Our products are used for applications in the life sciences, oncology, reproductive health, agriculture, and other emerging segments. To learn more, visit illumina.com and connect with us on X, Facebook, LinkedIn, Instagram, TikTok, and YouTube.

Investors:
Illumina Investor Relations
858.291.6421
IR@illumina.com

Media:
Christine Douglass
PR@illumina.com

FAQ

What board changes did Illumina (ILMN) announce in this 8-K?

Illumina announced that Frances Arnold, Robert S. Epstein, and Gary S. Guthart will retire from its Board at the 2026 annual meeting. The Board has also nominated David P. King to be elected as a new director at that meeting.

When will the Illumina (ILMN) directors retire from the Board?

The three Illumina directors plan to retire effective May 21, 2026, the date of the company’s 2026 annual meeting of stockholders. Their decision is described as a retirement and not the result of any dispute or disagreement with Illumina or its Board.

Who is David P. King, Illumina’s new board nominee?

David P. King is the former Executive Chairman and CEO of Laboratory Corporation of America Holdings. He currently serves on multiple healthcare and life sciences boards and has experience leading complex organizations and advising companies at the intersection of innovation and patient care.

Did Illumina indicate any disagreement behind the directors’ retirement?

Illumina stated that the retirements of Frances Arnold, Robert S. Epstein, and Gary S. Guthart are not the result of any dispute or disagreement with the company or its Board on matters related to operations, policies, or practices. They are characterized as planned retirements.

How did Illumina (ILMN) communicate its board changes to investors?

Illumina issued a press release on April 2, 2026, announcing the planned board retirements and the nomination of David P. King. The press release is attached as Exhibit 99.1 and referenced in the company’s Form 8-K under Regulation FD Disclosure.

Filing Exhibits & Attachments

4 documents