BIORESTORATIVE THERAPIES, INC. (OTCMKTS:BRTX) 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.
(c)Effective as of January 16, 2018, BioRestorative Therapies, Inc. (the "Company") entered into an Employment Agreement with Adam D. Bergstein (the "Employment Agreement") to which Mr. Bergstein, age 49, will serve as Senior Vice President, Planning and Business Development.
Mr. Bergstein was most recently the founder and Managing Member of PharmaShield LLC, a pharmaceutical patent risk management company, from 2008 to 2017. Prior to founding PharmaShield, Mr. Bergstein served as a visiting consultant to Precision Health Economics, an economics consulting group inside RAND Corporation, in 2007. From 2000 to 2006, Mr. Bergstein was a private equity sponsor for a number of investing groups, including General Capital Management, Healthcare Investment Alliance, and Diamond Cluster Capital Management. Mr. Bergstein received a Master of Business Administration degree from Northwestern University's J.L. Kellogg Graduate School of Management and a Bachelor of Arts degree from the University of Pennsylvania.
to the Employment Agreement, Mr. Bergstein is entitled to receive a base annual salary of $250,000 during the initial three months of employment. Thereafter, his base salary will be increased to $350,000. to the Employment Agreement, Mr. Bergstein will also be entitled to receive a bonus of up to 30% of his annual salary based upon the satisfaction of certain performance goals to be established. The Employment Agreement also provides for the payment of three months severance under certain circumstances.
to a Stock Option Agreement, dated January 19, 2018, between the Company and Mr. Bergstein (the "Stock Option Agreement"), Mr. Bergstein was granted an option for the purchase of 500,000 shares of common stock of the Company at an exercise price of $3.40 per share to the Company's 2010 Equity Participation Plan (the "Plan"). The option vests and becomes exercisable upon the initial patient recruitment for the Company's Phase II lumbar clinical trial or comparable product and is exercisable for a period of ten years, subject to the provisions of the Plan and the Stock Option Agreement.
The foregoing descriptions of the Employment Agreement and the Stock Option Agreement do not purport to be complete and are qualified in their entirety by reference to the full texts of the Employment Agreement and the Stock Option Agreement filed as Exhibit 10.1 and Exhibit 10.2, respectively, to this Current Report on Form 8-K, which are incorporated by reference herein.
Item 7.01. Regulation FD Disclosure.
On January 22, 2018, the Company issued a press release (the "Press Release") announcing that it has hired Mr. Bergstein as Senior Vice President, Planning and Business Development.
A copy of the Press Release is furnished as Exhibit 99.1 hereto.
The information in the Press Release is being furnished, not filed, to this Item 7.01. Accordingly, the information in the Press Release will not be incorporated by reference into any registration statement filed by the Company under the Securities Act of 1933, as amended, unless specifically identified therein as being incorporated therein by reference. The furnishing of the information in this Report with respect to the Press Release is not intended to, and does not, constitute a determination or admission by the Company that the information in this Report with respect to the Press Release is material or complete, or that investors should consider this information before making an investment decision with respect to any security of the Company.
| Item 9.01. Financial Statements and Exhibits. | |
| (d) Exhibits: | |
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10.1 |
Employment Agreement, dated as of January 16, 2018, by and between BioRestorative Therapies, Inc. and Adam D. Bergstein |
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10.2 |
Stock Option Agreement, dated as of January 19, 2018, by and between BioRestorative Therapies, Inc. and Adam D. Bergstein |
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99.1 |
Press Release, dated January 22, 2018, issued by BioRestorative Therapies, Inc. |
BioRestorative Therapies, Inc. ExhibitEX-10.1 2 ex10_1.htm EXHIBIT 10.1 ADAM BERGSTEIN EMPLOYMENT AGREEMENT EXECUTIVE EMPLOYMENT AGREEMENT This EXECUTIVE EMPLOYMENT AGREEMENT (this “Agreement”) is made as of January 16,…To view the full exhibit click here
About BIORESTORATIVE THERAPIES, INC. (OTCMKTS:BRTX)
BioRestorative Therapies, Inc. develops therapeutic products and medical therapies using cell and tissue protocols, involving adult (non-embryonic) stem cells. The Company offers human and plant stem cell derived cosmetic and skin care products. Its programs relate to the treatment of disc/spine disease and metabolic disorders and include Disc/Spine Program (brtxDISC) and Metabolic Program (ThermoStem). Its curved needle device (CND) is a needle system with a curved inner cannula to allow access to difficult-to-locate regions for the delivery or removal of fluids and other substances. The CND is intended to deliver stem cells and/or other therapeutic products or material to the interior of a human intervertebral disc, the spine region, or other areas of the body. The device relies on the use of pre-curved nested cannulae that allows the cells or material to be deposited in the posterior and lateral aspects of the disc to which direct access is not possible due to outlying structures.