Cytokinetics, Incorporated (NASDAQ:CYTK) 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 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

Ching Jaw joined Cytokinetics, Incorporated (the “Company”) as Senior Vice President, Chief Financial Officer on June 26, 2017.

Mr. Jaw, age 54, served as Chief Financial Officer of North America Pharmaceuticals at Sanofi, a multinational pharmaceutical company, from 2015 to 2017 and as the Chair of the North America Regional Finance Council. From 2012 to 2015, Mr. Jaw was Chief Financial Officer for Ventana Medical Systems, a member of the Roche Group. With Genentech since 2001, and then Roche, following their acquisition of Genentech, Mr. Jaw has held a wide variety of finance positions over the years, including two years as Chief Financial Officer of Roche in Taiwan and as Head of R&D Finance. A former Army Platoon Commander and Liaison Officer in the Taiwanese Army, Mr. Jaw holds a Bachelor of Science degree in Naval Architecture from National Taiwan University, a Master of Science in Aerospace Engineering from the University of Michigan, and an M.B.A. in Finance and General Management from the University of Chicago Graduate School of Business.

Mr. Jaw’s base salary will be $410,000 per year and his target annual bonus will be 40% of his base salary. In connection with his appointment, on June 30, 2017, Mr. Jaw will be granted an incentive stock option grant to purchase seventy-five thousand (75,000) shares of the Company’s Common Stock. A description of the terms of the stock option grant and 2004 Equity Incentive Plan is set forth in Note 11, Stockholders’ Equity to our consolidated financial statements included in our Annual Report on Form 10-K for the year ended December 31, 2016. Mr. Jaw will receive a sign-on bonus at his time of hire of $150,000, subject to a repayment stipulation if Mr. Jaw voluntarily resigns or is terminated for cause within 24 months. In addition, Mr. Jaw will receive reimbursement of modest relocation expenses.

to his appointment, Mr. Jaw entered into an Executive Employment Agreement ("Agreement"). The Agreement provides for Mr. Jaw to remain an at-will employee of the Company and to receive salary, bonus and benefits as determined in the discretion of the board of directors of the Company. Upon a qualifying resignation or termination, Mr. Jaw will become entitled to receive continuing severance payments at a rate equal to his base salary for a period of eighteen months; a lump sum payment equal to his full target annual bonus; acceleration in full of vesting of equity awards held by him; and continued employee benefits until the earlier of eighteen months following the date of termination or resignation or the date he obtains employment with generally similar employee benefits. In the event that such payments constitute "parachute payments" within the meaning of Section 280G of the Code and become subject to the excise tax imposed under Section 4999 of the Code, the Agreement provides that the benefit amount may be reduced so that no portion of the payment is subject to the excise tax.

About Cytokinetics, Incorporated (NASDAQ:CYTK)

Cytokinetics, Incorporated is a late-stage biopharmaceutical company. The Company is focused on discovering, developing and commercializing first-in-class muscle activators as potential treatments for debilitating diseases in which muscle performance is compromised and/or declining. It is focused on the discovery and development of small molecule therapeutics that modulate muscle function for the treatment of serious diseases and medical conditions. Its drug candidates, which are in clinical development include tirasemtiv, CK-2127107 and omecamtiv mecarbil. Its tirasemtiv and CK-2127107 are skeletal muscle troponin activators. It is developing tirasemtiv drug candidate for the treatment of Amyotrophic lateral sclerosis (ALS). The Company is developing CK-2127107 for the potential treatment of spinal muscular atrophy, chronic obstructive pulmonary disease and ALS. The Omecamtiv mecarbil is a cardiac muscle myosin activator, which is being evaluated for the treatment of heart failure.