CYTRX CORPORATION (NASDAQ:CYTR) 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. |
Employment Agreement with Daniel Levitt, M.D., Ph.D.
On January 3, 2017, CytRx Corporation (we, us, our, CytRx or the
company) entered into a new employment agreement, effective as of
January 1, 2017, with Daniel Levitt, M.D., Ph.D., under which we
agree to employ Dr. Levitt as our Chief Operating Officer and
Chief Medical Officer through December31, 2017. Under his
employment agreement, Dr. Levitt is entitled to a $625,000
sign-on bonus payable in January 2017 and a base annual salary of
$625,000, and is eligible to receive an annual bonus as
determined in our discretion, but not less than $150,000. In
addition, we agree in the employment agreement to amend Dr.
Levitts stock options granted under our 2008 Incentive Plan to
provide that, should the FDA grant approval to market
aldoxorubicin in no fewer indications than lyposarcoma and
leiomyosarcoma, or small cell lung cancer, the stock options will
immediately vest in full and will remain exercisable for the full
term of the options in the event of the termination of Dr.
Levitts employment other than a termination by us for cause. In
the event we terminate Dr. Levitts employment without cause or
Dr. Levitt resigns for good reason, or his employment is
terminated due to his disability (each as defined in the
employment agreement) or his death, we have agreed to (1)pay Dr.
Levitt or his heirs or representatives, as applicable, a lump-sum
equal to his accrued but unpaid salary, accrued vacation and any
accrued and unpaid bonus, plus an amount, which shall be due and
payable within ten days following the effective date of such
termination, equal to one years base annual salary (two years
base annual salary if his employment is terminated without cause
following a change in control (as defined in the employment
agreement)), (ii) continue, at our cost, for a period of 12
months following the termination of his employment the
participation of Dr. Levitt and his dependents in our employee
benefit plans in which Dr. Levitt was participating as of the
termination of his employment, and (iii)that Dr. Levitt will be
entitled to full and immediate vesting of his restricted stock
and stock options and any other equity awards based on CytRx
securities and all such awards will remain exercisable for their
full term notwithstanding the termination of his employment
(other than a termination by the company for cause).
We also agree in Dr. Levitts employment agreement that if we
neither offer to renew or extend the employment agreement nor
offer Dr. Levitt an opportunity to serve as a consultant to the
company, we will continue to pay Dr. Levitt his annual salary
thereunder during the one-year period commencing upon expiration
of his employment agreement and ending on December 31, 2018.
Employment Agreement with Scott Wieland, Ph.D.
Also on January 3, 2017, we entered into a new employment
agreement, effective as of January 1, 2017, with Scott Wieland,
Ph.D., under which we agree to employ Dr. Wieland as our Senior
Vice President Drug Development, through December 31, 2017. Under
his employment agreement, Dr. Wieland is entitled to a base
annual salary of $400,000. We agree in his employment agreement
to review Dr. Wielands base salary periodically, and may increase
(but not decrease) it in our sole discretion. Dr. Wieland also is
eligible to receive an annual bonus as determined by us in our
sole discretion. In the event we terminate Dr. Wielands
employment without cause (as defined in his employment
agreement), we agree to pay him a lump-sum severance amount equal
to six months base annual salary under his employment agreement
(12 months base annual salary if the termination without cause
occurs following a change in control (as defined in his
employment agreement)).
We also agree in Dr. Wielands employment agreement that if we do
not offer to renew or extend the employment agreement we will
continue to pay Dr. Wielands annual salary thereunder during the
period commencing on termination of his employment and ending on
June 30, 2018 or the date he is employed by another employer,
whichever is earlier.
The foregoing descriptions of material terms of the recent
employment agreements do not purport to be complete descriptions
of the terms and provisions therein. The full text of such
agreements will be filed as exhibits to our Annual Report on Form
10-K for the year ending December 31, 2016.
About CYTRX CORPORATION (NASDAQ:CYTR)
CytRx Corporation is a biopharmaceutical research and development company specializing in oncology. The Company is focused on the clinical development of aldoxorubicin, its modified version of the chemotherapeutic agent, doxorubicin. It is engaged in Phase III trials for aldoxorubicin as a therapy for patients with soft tissue sarcoma (STS) whose tumors have progressed after treatment with chemotherapy. It is also involved in evaluating aldoxorubicin in a Phase IIb clinical trial in small cell lung cancer; a Phase II clinical trial in human immunodeficiency virus-related Kaposi’s sarcoma; a Phase II clinical trial in patients with late-stage glioblastoma (brain cancer); a Phase Ib trial in combination with ifosfamide in patients with STS, and a Phase Ib trial in combination with gemcitabine in subjects with metastatic solid tumors. It is engaged in the pre-clinical development for DK049, an anti-cancer drug conjugate that utilizes its Linker Activated Drug Release (LADR) technology. CYTRX CORPORATION (NASDAQ:CYTR) Recent Trading Information
CYTRX CORPORATION (NASDAQ:CYTR) closed its last trading session up +0.005 at 0.400 with 1,036,300 shares trading hands.