CELLDEX THERAPEUTICS,INC. (NASDAQ:CLDX) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
Item5.02 Departure of Directors or Certain Officers; Election of
Directors; Appointment of Certain Officers; Compensatory
Arrangements of Certain Officers.
Following the previously announced acquisition of Kolltan
Pharmaceuticals,Inc., Celldex Therapeutics,Inc. (the Company)
appointed Theresa LaVallee, Ph.D., age 50, to the newly created
position of Senior Vice President, Regulatory and Precision
Medicine. Prior to the Companys acquisition of Kolltan,
Dr.LaVallee served as Kolltans Senior Vice President,
Translational Medicine, a position she held since April2013.
Prior to joining Kolltan, Dr.LaVallee served as Senior Director,
Translational Medicine at MedImmune LLC, a wholly owned
subsidiary of the healthcare company AstraZeneca, from April2008
to April2013. From 1998 to 2008, Dr.LaVallee served in a number
of positions in the healthcare industry, including Senior
Director, Cell Biology, at Casi Pharmaceuticals,Inc., formerly
EntreMed Inc. Dr.LaVallee is author or co-author of more than 50
publications and abstracts, with a focus on translational
medicine approaches in clinical development. Dr.LaVallee holds a
Ph.D. from the University of California, Los Angeles and a B.A.
in biochemistry from the University of California, Santa Barbara.
Dr.LaVallee completed postdoctoral research at the American Red
Cross Holland Laboratory.
Dr.LaVallee and the Company entered into an employment agreement
dated as of November29, 2016 (the Employment Agreement). The
Employment Agreement provides, among other things, for: (i)an
initial term through December31, 2017 (the Initial Term), subject
to automatic renewal for successive one year terms unless either
party provides ninety (90) days prior written notice of its
intent not to renew; (ii)an annual base salary of $322,400;
(iii)eligibility for an annual bonus having a target of 35% of
her then base salary; (iv)in the event that her employment is
terminated without cause or she resigns for good reason (each as
defined in the Employment Agreement), or her employment is
terminated at the end of the Initial Term as the result of the
Company providing notice of non-renewal: (y)a lump sum cash
severance payment equal to 50% of the Executives then-base salary
(not including bonus) and (z)in the event she timely elects to
continue her health insurance employee benefits to COBRA, monthly
payments equal to the applicable COBRA costs for a period of
eighteen months (the Supplemental Payments) and (v)in the event
of termination without cause or resignation for good reason by
the Executive within one year immediately following a Change in
Control (as defined in the Employment Agreement): (w)accelerated
vesting of any unvested Equity Awards (as defined in the
Employment Agreement), (x)a lump sum cash payment equal to
twenty-four (24) times Executives highest monthly base
compensation (not including bonus) during the twenty-four month
period prior to the date of termination, (y)150% of the highest
annual discretionary bonus received by the Executive during the
two full fiscal years prior to the date of termination and (z)the
Supplemental Payments.
The foregoing description of the Employment Agreement is intended
to be a summary and is qualified in its entirety by reference to
such document, which is attached as Exhibit10.1 and is
incorporated by reference herein.
Item 7.01. Regulation FD Disclosure.
On December5, 2016, the Company issued a press release announcing
the appointment of Dr.LaVallee as the Companys Senior Vice
President, Regulatory and Precision Medicine. A copy of the press
release is furnished as Exhibit99.1 hereto. In accordance with
General Instruction B.2 of Form8-K, the information in Item 7.01
of this Current Report on Form8-K, including Exhibit99.1, shall
not be deemed filed for the purposes of Section18 of the Exchange
Act, or otherwise subject to the liabilities of that section, nor
shall it be deemed incorporated by reference in any filing under
the Exchange Act or
the Securities Act of 1933, as amended, except as shall be
expressly set forth by specific reference in such a filing.
Item 9.01. Financial Statements and Exhibits.
(d)Exhibits
|
10.1 |
Employment Agreement, dated November29, 2016, by and |
|
|
99.1 |
Press Release dated December5, 2016 |
About CELLDEX THERAPEUTICS, INC. (NASDAQ:CLDX)
Celldex Therapeutics, Inc. is a biopharmaceutical company. The Company is focused on the development and commercialization of several immunotherapy technologies for the treatment of cancer and other diseases. Its lead drug Rintega (also referred to as rindopepimut and CDX-110) is a therapeutic vaccine, which is meant for the treatment of glioblastoma patients. Its Glembatumumab vedotin (also referred to as CDX-011) is meant for the treatment of metastatic melanoma. Its Varlilumab (also referred to as CDX-1127) is an immune modulating antibody. Its earlier stage drug candidates in clinical development include CDX-1401, which is a targeted immunotherapeutic aimed at antigen presenting cells (APC) for cancer indications and CDX-301, which is an immune cell mobilizing agent and dendritic cell growth factor. It includes a multi-faceted tumor-associated macrophage (TAM) program. The Company’s pipeline also includes CDX-0158 and CDX-3379, which are humanized monoclonal antibodies. CELLDEX THERAPEUTICS, INC. (NASDAQ:CLDX) Recent Trading Information
CELLDEX THERAPEUTICS, INC. (NASDAQ:CLDX) closed its last trading session up +0.24 at 3.79 with 1,834,829 shares trading hands.