Insys Therapeutics, Inc. (NASDAQ:INSY) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
Item 5.02 Departure of Directors or Certain Officers; Election of
Directors; Appointment of Certain Officers; Compensatory
Arrangements of Certain Officers.
On March 27, 2017, Insys Therapeutics, Inc. (the Company)
announced that, effective April 17, 2017, Saeed Motahari, will
(i) become the Companys President and Chief Executive Officer
(CEO) and (ii) be appointed as a director on the Companys Board
of Directors.A copy of this press release announcing Mr. Motahari
as the Companys future CEO is attached hereto as Exhibit 99.1.In
connection with appointing Mr. Motahari as CEO and upon the
commencement of his employment, the Board designated him as an
officer for purposes of Section 16 of the Securities Exchange Act
of 1934 and an executive officer of the Company for purposes of
disclosure in the Company’s annual report on Form 10-K and proxy
statement in accordance with Rule 3b-7 under the Exchange Act and
Item 401(b) of Regulation S-K.
In connection with the commencement of his employment, the
Compensation Committee of the Board has approved the following
compensation for Mr. Motahari: (i) an option grant for 325,000
(three hundred and twenty five thousand) shares of the Companys
common stock, with such option grant vesting equaling over a 48
(forty-eight) month period and priced at the closing price for
the Companys common stock on his first date of employment
(subject to such other terms and conditions as set forth in the
applicable equity plan and any relevant option agreement
accompanying any such option grant); (ii) a grant of 33,000
(thirty three thousand) restricted stock units vesting annually
and equally over 36 (thirty six) months priced at the closing
price for the Companys common stock on his first date of
employment (subject to such other terms and conditions as set
forth in the applicable equity plan and any relevant grant
agreement accompanying any such grant); (iii) a base salary at
the annualized rate of $675,000 (six hundred seventy-five
thousand U.S. dollars), to be paid consistent with Companys
payroll policies and protocols; (iv) eligibility of a
performance-based, cash bonus of up to one hundred percent (50%)
of his base salary at target, with eligibility to participate in
any additional officer incentive program of the Company adopted
by the Board and/or the compensation committee of the Board that
provides for the payment of annual performance-based cash bonuses
to the Companys executive officers, with a guaranteed cash bonus
for the fiscal year ended December 31, 2017 of a minimum of 80%
($540,000) of his annual base salary.Any cash bonus earned by Mr.
Motahari to any such program will be subject to standard payroll
deductions and applicable tax withholdings and Mr. Motahari must
remain employed by the Company as an employee in good standing
through the end of the applicable calendar year and the payout
date in order to receive the bonus.Mr. Motahari will also receive
customary benefits such as relocation assistance, health and life
insurance and retirement benefits.
The Company will also enter into with Mr. Motahari: (i) the
Companys director and officer indemnity agreement, the form of
which has been previously filed with the Securities and Exchange
Commission and (ii) an employment agreement detailing other
parameters around his compensation, duties and responsibilities,
which will be filed with the Securities and Exchange Commission
after execution.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
Exhibit No. |
Description |
|
99.1 |
Press Release dated March 27, 2017 that Saeed Motahari and a member of the Board of Directors of Insys |
About Insys Therapeutics, Inc. (NASDAQ:INSY)
Insys Therapeutics, Inc. is a commercial-stage specialty pharmaceutical company. The Company develops and commercializes supportive care products. The Company’s product Subsys, is a sublingual fentanyl spray for breakthrough cancer pain (BTCP) in opioid-tolerant patients and a single-use product that delivers fentanyl, an opioid analgesic, for transmucosal absorption underneath the tongue. The Company markets Subsys through its field sales force focused on supportive care physicians in the United States. Subsys delivers a liquid fentanyl formulation in approximately 100, 200, 400, 600, 800, 1,200 and 1,600 micrograms (mcg) dosages. The Company’s lead dronabinol product candidate is Syndros, which is under review for approval at the Food and Drug Administration. In addition, the Company is evaluating sublingual spray, inhaled and intravenous formulations of dronabinol in preclinical studies.
Insys Therapeutics, Inc. (NASDAQ:INSY) Recent Trading Information
Insys Therapeutics, Inc. (NASDAQ:INSY) closed its last trading session up +0.47 at 11.08 with 725,276 shares trading hands.