Axovant Sciences Ltd. (NYSE:AXON) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

Axovant Sciences Ltd. (NYSE:AXON) 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 February 14, 2019, in connection with the Arvelle Commitments as described under Item 8.01 of this report, we announced the strategic transition of certain of our officers and employees, including Mark F. Altmeyer, chief commercial officer and president of Axovant Sciences GmbH, or ASG, our wholly-owned subsidiary, and Gregory M. Weinhoff, M.D., our principal financial and accounting officer and the chief financial officer of Axovant Sciences Inc., or ASI, to Arvelle. Effective February 15, 2019, Mr. Altmeyer resigned from all of his positions at ASG, ASI and affiliated entities. Dr. Weinhoff is expected to resign from his positions with us and ASI later in 2019. We intend to enter into separation and release agreements with each of Mr. Altmeyer and Dr. Weinhoff at a later date.

On February 14, 2019, we announced the formation of Arvelle Therapeutics B.V., or Arvelle, and its subsidiaries as well as the strategic transition of our small molecule management team to Arvelle. On February 13, 2019, Arvelle Therapeutics GmbH, a wholly-owned subsidiary of Arvelle, entered into a license, development and commercialization agreement with SK Biopharmaceuticals Co., Ltd., or SK Bio, to which Arvelle licensed European rights to develop and commercialize cenobamate, an investigational anti-epileptic product candidate for the potential treatment of focal (partial onset) seizures. Following his resignation, Mr. Altmeyer will commence his position as the president and chief executive officer of Arvelle upon the initial funding of the Arvelle Commitments. Dr. Weinhoff is expected to commence his position as the chief financial and business officer of Arvelle later in 2019.

To fund the upfront license fee of $100 million to SK Bio, on February 13, 2019, Arvelle received funding commitments from a global syndicate of biotechnology investors, or the Arvelle Commitments. In connection with the Arvelle Commitments, we will receive a number of preferred shares of Arvelle equal to approximately 5% of the fully-diluted share capital of Arvelle at the completion of the planned initial capital raise. In addition, on February 13, 2019, we entered into a transition services agreement with Arvelle, or the Transition Services Agreement, to which our subsidiaries, ASI and ASG, will provide certain limited support services to Arvelle. Subsidiaries of Arvelle will also provide certain services to us from time to time. All services performed under the Transition Services Agreement will be performed on a cost-plus basis and are expected to terminate on or about March 31, 2019.

About Axovant Sciences Ltd. (NYSE:AXON)

Axovant Sciences Ltd., formerly Roivant Neurosciences Ltd., is a clinical-stage biopharmaceutical company focused on acquiring, developing and commercializing therapeutics for the treatment of dementia. The Company focuses on developing a pipeline of product candidates to address the cognitive, functional and behavioral aspects of dementia and related neurological disorders. The Company’s focus is to develop its lead product candidate, Intepirdine, which is a selective 5-hydroxytryptamine 6 (5-HT6) receptor antagonist for the treatment of Alzheimer’s disease and dementia with Lewy bodies (DLB). The Company also focuses on developing its second product candidate, Nelotanserin, which is a selective 5-HT2A receptor inverse agonist for the treatment of visual hallucinations in patients with DLB and rapid eye movement (REM) behavior disorder (RBD) in patients with DLB.

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