ADAPTIMMUNE THERAPEUTICS PLC (NASDAQ:ADAP) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain OfficersItem 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
Adaptimmune Therapeutics plc (the “Company”) confirmed that on July5, 2018, in a planned transition, the appointment of John Furey to its Board of Directors as an independent Non-Executive Director and as a member of the Company’s Remuneration Committee became effective. Mr.Furey succeeds Peter Thompson, M.D. who has resigned from his position as an independent Non-Executive Director and as a member of the Company’s Remuneration Committee effective from July5, 2018.
In connection with Mr.Furey’s appointment, the Company’s Board of Directors determined that Mr.Furey is an “independent director” under Rule5605(a)(2)of the Nasdaq Listing Rules. Mr.Furey is not a party to any transaction with the Company that would require disclosure under Item 404(a)of Regulation S-K, and there are no arrangements or understandings between Mr.Furey and any other persons to which he was selected as a director. In connection with his appointment to the Board of Directors and Remuneration Committee, Mr.Furey will receive compensation as of the effective date of his appointment in accordance with the Company’s non-executive director remuneration policy and his letter of appointment with the Company, which is effective from July5, 2018, and is attached as Exhibit99.1 hereto and incorporated by reference herein.
Following Mr.Furey’s appointment, the Remuneration Committee comprises Mr.David M. Mott (Chairperson), Mr.John Furey and Dr.Tal Zaks, each of whom is an “independent director” under applicable Nasdaq Listing Rulesand the Securities Exchange Act of 1934, as amended (the “Exchange Act”).
The information contained in Item 5.02 of this Form8-K, including Exhibit99.1 furnished herewith, shall not be deemed “filed” for purposes of Section18 of the Exchange Actor incorporated by reference in any filing made by the Company under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by the Company by specific reference in such a filing.
Item 9.01 Financial Statements and Exhibits.