ALIMERA SCIENCES, INC. (NASDAQ:ALIM) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
Item 7.01 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
Incorporation by Reference to Current Report on Form 8-K dated November 28, 2018 and filed with the Securities and Exchange Commission (the “SEC”) on November 29, 2018 (the “11-28-18 Form 8-K”) and to the Current Report on Form 8-K dated and filed with the SEC on January 2, 2019 (the “1-2-19 Form 8-K”)
On November 28, 2018, the board of directors of Alimera Sciences, Inc. (the “Company”) approved a succession plan (the “Succession Plan”) that was intended generally to take effect on January 2, 2019 (the “Transition Date”). The Succession Plan took effect on the Transition Date as described in the 1-2-19 Form 8-K, and the Company hereby incorporates by reference into this Item 7.01 the disclosure included under Item 7.01 and Item 7.01 of the 11-28-18 Form 8-K and the disclosure included under Item 7.01 of the 1-2-19 Form 8-K.
Disclosure of Compensation Arrangements Required by Instruction 2 to Item 7.01 of Form 8-K
When the Company announced the Succession Plan on November 29, 2018 and filed the 11-28-18 Form 8-K with the SEC, the Company noted that the Company’s Compensation Committee would determine in early 2019 the compensation to be paid to each of Richard S. Eiswirth, Jr., who was promoted to Chief Executive Officer on January 2, 2019; J. Philip Jones, who was promoted to Chief Financial Officer on January 2, 2019; and Philip Ashman, Ph. D., who was promoted to Chief Operating Officer on January 2, 2019, in accordance with the Compensation Committee’s annual review of executive compensation. The Compensation Committee completed its review on January 23, 2019. Each of the compensation determinations for these executive officers constitutes an arrangement entered into in connection with the executive’s promotion and is described in the following table and footnotes as required by Instruction 2 to Item 7.01 of Form 8-K:
|
Name and Title of Officer |
2018 Salary |
2019 Salary(1) |
RSUs(2) |
Stock Options(3) |
|
Richard S. Eiswirth, Jr. President and Chief Executive Officer |
$495,000 |
$525,000 |
201,100 |
500,000 |
|
J. Philip Jones Chief Financial Officer |
$233,465 |
$285,000 |
79,400 |
250,000 |
|
Philip Ashman, Ph. D. Chief Operating Officer and Senior Vice President Commercial Operations Europe |
£250,000 |
£260,000 |
92,300 |
200,000 |
|
(1) |
2019 salaries are effective as of January 1, 2019. |
|
(2) |
At management’s request, the Compensation Committee again granted restricted stock units (“RSUs”) in lieu of a cash bonus plan to conserve the Company’s liquidity, continuing the practice it began in January 2017 and followed in January 2018. The RSUs will vest as follows: |
|
Name of Officer |
Vesting Date |
Number of Shares Vested |
|
Philip Ashman, Ph. D. |
2/28/2020 |
46,150 |
|
J. Philip Jones |
2/28/2020 |
39,700 |
|
Philip Ashman, Ph. D. |
3/2/2020 |
46,150 |
|
J. Philip Jones |
3/2/2020 |
39,700 |
|
Richard S. Eiswirth, Jr. |
3/5/2020 |
100,550 |
|
Richard S. Eiswirth, Jr. |
3/6/2020 |
100,550 |
When each RSU vests, some of the shares of the Company’s common stock issued upon that vesting will immediately be sold to satisfy tax obligations triggered by that vesting. Those sales will be executed to the mandatory terms of the Company’s restricted stock unit award agreement that are intended to permit those sales to comply with the requirements of Rule 10b5-1 under the Securities Exchange Act of 1934.
|
(3) |
The exercise price for each option is $0.86, the closing price of the Company’s common stock on the Nasdaq Global Market on January 23, 2019. Each option vests in 1/48th increments monthly over four years. Options are incentive stock options to the maximum extent allowed under the Alimera Sciences, Inc. 2010 Equity Incentive Plan. |
About ALIMERA SCIENCES, INC. (NASDAQ:ALIM)
Alimera Sciences, Inc. (Alimera) is a pharmaceutical company. The Company is engaged in the research, development and commercialization of prescription ophthalmic pharmaceuticals. The Company operates through two segments: U.S. and International. The Company focuses on diseases affecting the back of the eye or retina. The Company’s product is ILUVIEN, which is developed to treat diabetic macular edema (DME). DME is a disease of the retina that affects individuals with diabetes and can lead to severe vision loss and blindness. In the United States, ILUVIEN is indicated for the treatment of DME in patients who have been treated with a course of corticosteroids and did not have a rise in intraocular pressure (IOP). In the European Economic Area (EEA) countries, ILUVIEN is indicated for the treatment of vision impairment associated with DME considered insufficiently responsive to available therapies.