Calithera Biosciences, Inc. (NASDAQ:CALA) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

ME Staff 8-k
-
0
Calithera Biosciences, Inc. (NASDAQ:CALA) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

Calithera Biosciences, Inc. (NASDAQ:CALA) 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

On July 10, 2020, the Board of Directors of Calithera Biosciences, Inc., or the Board of Directors, appointed Scott Garland to the Board of Directors, to serve as a Class I director with a term to expire at our 2021 Annual Meeting of Stockholders and until such time as his successor is duly elected and qualifies, or until the earlier of his death, resignation or removal. Our Board of Directors has determined that Mr. Garland is independent as defined in Rule 5605(c)(2)(A)(i) and (ii) of the Nasdaq listing standards.

Mr. Garland will be granted a stock option to purchase 40,000 shares of common stock, with an exercise price based on the closing price of our common stock as reported on the Nasdaq Global Select Market on July 31, 2020. The stock option was granted to our 2014 Equity Incentive Plan and will vest monthly over three years from the grant date, such that the option will be fully vested on the third anniversary of the date of grant, subject to Mr. Garland’s continuous service on each applicable vesting date. In addition, in the event of a change of control or a corporate transaction (each as defined in the 2014 Equity Incentive Plan), any unvested portion of the option will fully vest and become exercisable immediately prior to the effective date of such change of control or corporate transaction, subject to Mr. Garland’s continuous service on the effective date of the change of control or corporate transaction. The 2014 Equity Incentive Plan and the form of option agreement under the 2014 Equity Incentive Plan were filed as Exhibits 10.4 and 10.5, respectively, to our Form S-1 (File No. 333-198355) filed with the Securities and Exchange Commission on September 25, 2014.

Commencing with his appointment, Mr. Garland will receive an annual cash retainer of $40,000 for serving on the Board of Directors, which will be payable in equal quarterly installments in arrears, on the last day of each fiscal quarter for which Mr. Garland’s service occurred, pro-rated based on the days served in the applicable fiscal quarter.


About Calithera Biosciences, Inc. (NASDAQ:CALA)

Calithera Biosciences, Inc. is a clinical-stage pharmaceutical company. The Company focuses on discovering and developing small molecule drugs directed against tumor and immune cell targets that control key metabolic pathways in the tumor microenvironment. It is engaged in developing agents that take advantage of the metabolic requirements of tumor cells and cancer-fighting immune cells, such as cytotoxic T-cells. Its lead product candidate, CB-839, is a critical enzyme in tumor cells. Its other product candidate, CB-1158, which is an enzyme that depletes the amino acid arginine, a key metabolic nutrient for T-cells. Its lead preclinical program in tumor immunology is directed at developing inhibitors of the enzyme arginase and may provide a therapeutic agent for the target. CB-839 is a selective, reversible and orally bioavailable inhibitor of human glutaminase. Hexokinase is an enzyme in the pathway that allows cancer cells to convert glucose to energy to fuel cancer cell growth.