Array BioPharma Inc. (NASDAQ:ARRY) 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
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Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
On April 27, 2017, the Board of Directors of Array BioPharma Inc.
(the Company) approved an increase in the size of the Board of
Directors to seven and the appointment of Shalini Sharp to fill
the resulting vacancy. Ms. Sharp will serve as a Class II
director to the Board of Directors with a term that will expire
at the Companys annual stockholders meeting in 2017. Ms. Sharp
was also appointed to the Audit Committee of the Board.
Ms. Sharp has served as Chief Financial Officer of Ultragenyx
Pharmaceutical, Inc., a publicly-traded biopharmaceutical company
focused on rare diseases, since 2012, where she is responsible
for leading the corporate finance, strategy, and information
technology functions and is a member of the companys executive
leadership team. Ms. Sharp is also a member of the Board of
Directors of Agenus Inc. (formerly Antigenics Inc.), a publicly
traded immuno-oncology company, where she served as Chief
Financial Officer from 2006 to 2012. She joined Agenus in 2003
and held increasing roles of responsibility spanning strategic
planning, corporate development, investor relations, corporate
finance and business development. She is also a member of the
Board of Directors of the TB Alliance, a non-profit organization
dedicated to the development and distribution of treatments for
tuberculosis in the developing world. Prior to Agenus, Ms. Sharp
held similar roles at Elan Pharmaceuticals from 1998 to 2003,
including serving as chief of staff to the Chairman of the Board
of Directors during that company’s restructuring. She has
spearheaded numerous financing and business development
transactions that were critical to the success of Agenus and
Elan. Ms. Sharp was also a management consultant at McKinsey
Company as well as an investment banker at Goldman Sachs,
specializing in pharmaceuticals and medical devices. Ms. Sharp
holds both a B.A., magna cum laude, and a M.B.A. from Harvard
University.
Ms. Sharp will be entitled to the compensation previously
approved for the independent directors of the Board, which
consists of an annual retainer of $30,000 payable quarterly, and
meeting fees of $2,000 for each Board meeting, $2,000 for each
Audit Committee meeting, as well as an annual option grant of
25,000 shares of common stock that vests on the one-year
anniversary of the date of grant subject to continued service and
a restricted stock unit representing 5,000 shares of common stock
that vests on the one-year anniversary of the date of grant
subject to continued service.
There is no arrangement or understanding between Ms. Sharp and
any other person to which Ms. Sharp was selected as a director.
Array issued a press release announcing Ms. Sharps appointment to
the Board on April 27, 2017, a copy of which is attached to this
Form 8-K as Exhibit99.1.
| Item9.01 | Financial Statements and Exhibits. |
| (d) | Exhibits |
| ExhibitNo. | Description | |
| 99.1 |
Press release dated April 27, 2017 entitled Shalini Sharp Joins Array BioPharma Board of Directors |
About Array BioPharma Inc. (NASDAQ:ARRY)
Array BioPharma Inc. is a biopharmaceutical company focused on the discovery, development and commercialization of targeted small molecule drugs to treat patients afflicted with cancer. The Company’s programs include approximately three cancer drugs, binimetinib, encorafenib and selumetinib (partnered with AstraZeneca, PLC). Its binimetinib and encorafenib are in Phase III trials in advanced cancer patients, including the COLUMBUS trial studying encorafenib in combination with binimetinib in patients with BRAF-mutant melanoma and has initiated BEACON CRC trial to study encorafenib in combination with binimetinib and cetuximab in patients with BRAF V600E-mutant colorectal cancer (BRAFm CRC). Its selumetinib is a mitogen-activated protein kinase (MEK) inhibitor for cancer, which is in Phase III trial. Its advanced clinical-stage drugs include Filanesib, ARRY-797, ASC08/Danoprevir, Ipatasertib/GDC-0068, Motolimod/VTX-2337, LOXO-101, ONT-380/ARRY-380, GDC-0575, GDC-0994 and ARRY-382. Array BioPharma Inc. (NASDAQ:ARRY) Recent Trading Information
Array BioPharma Inc. (NASDAQ:ARRY) closed its last trading session down -0.03 at 8.64 with 2,116,144 shares trading hands.
