Apollo Endosurgery, Inc. (NASDAQ:APEN) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
Item 5.02Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
(d) Appointment of Director.
On March 25, 2019, John Barr was appointed to the Board of Directors (the “Board”) of Apollo Endosurgery, Inc. (the “Company”) effective immediately. Mr. Barr will serve as a Class III director, and his term will expire at the annual meeting of stockholders in 2020 and until his successor has been duly elected and qualified, or until his resignation or removal. Mr. Barr was also appointed to serve as a member of the Audit Committee and Nominating and Corporate Governance Committee of the Board. The Board has affirmatively determined that Mr. Barr is an independent director to the governance listing standards of The Nasdaq Stock Market LLC (“Nasdaq”) and those rules and regulations issued to the Securities Exchange Act of 1934, as amended.
There are no arrangements or understandings between Mr. Barr and any other persons to which he was selected as a director, and there are no related person transactions (within the meaning of Item 404(a) of Regulation S-K or 5.02(d) of Form 8-K) between Mr. Barr and the Company required to be disclosed herein.
In connection with his appointment to the Board and the Audit Committee and Nominating and Corporate Governance Committee of the Board, it is anticipated that Mr. Barr will be granted, to the Company’s 2017 Equity Incentive Plan (the “Plan”), an initial stock option and restricted stock award to acquire the Company’s common stock at a later date, valued at $55,000 in the aggregate. The Company will also pay Mr. Barr an annual retainer of $35,000 for service as a member of the Board in accordance with the Non-Employee Director Compensation Policy (the “Compensation Policy”) and will pay Mr. Barr supplemental annual retainers of $7,000 and $3,000 for Mr. Barr’s service as a member of the Audit Committee and Nominating and Corporate Governance Committee of the Board, respectively, in accordance with the Compensation Policy. Both the stock option and restricted stock award will have an exercise price equal to the closing price of the Company’s common stock as reported on Nasdaq on the date the awards are granted. The Plan and related forms of stock option agreement and restricted stock award are filed as Exhibit 10.1, 10.2 and 10.3, respectively, to the Company’s Registration Statement on Form 8-K filed with the Securities and Exchange Commission (the “SEC”) on June 13, 2017.
In connection with his appointment, the Company plans to enter into an indemnity agreement with Mr. Barr in connection with his services as a member of the Board. The form of indemnity agreement is filed as Exhibit 10.6 to the Company’s Quarterly Report on Form 10-Q filed with the SEC on August 8, 2018, and is incorporated by reference herein.
About Apollo Endosurgery, Inc. (NASDAQ:APEN)
Apollo Endosurgery, Inc., formerly Lpath, Inc., is a medical device company. The Company is focused on less invasive therapies for the treatment of obesity, as well as other gastrointestinal disorders. The Company’s device-based therapies are an alternative to invasive surgical procedures. The Company offers products in over 80 countries. The Company’s products include ORBERA, LAP-BAND and OverStitch. The Company’s product, ORBERA, is a gastric balloon. The ORBERA Intragastric Balloon System is a weight loss aid for adults suffering from obesity. The LAP-BAND System is a minimally invasive procedure that offers weight loss. The LAP-BAND System is indicated for weight reduction for patients with obesity. The OverStitch Endoscopic Suturing System enables advanced endoscopic surgery by allowing physicians to place full-thickness sutures through a flexible endoscope. OverStitch offers solutions for defects in both the upper and lower gastrointestinal tract.
