Egalet Corporation (NASDAQ:EGLT) 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.
(e) On June8, 2017, the Compensation Committee (the Compensation
Committee) of Egalet Corporations (the Company) Board of
Directors granted performance-based stock options to the
following named executive officers of the Company: Robert Radie,
Mark Strobeck and Patrick Shea. The Compensation Committee also
granted performance-based stock options to Stan Musial, the
Companys Chief Financial Officer. The options were granted as
part of the Companys annual option grants, which were accelerated
from the typical Decembertiming for purposes of retention. The
number of shares underlying the options granted to such officers
are, for Robert Radie, 150,000, for Mark Strobeck, 100,000, for
Patrick Shea, 80,000 and for Stan Musial, 100,000.
The performance-based options have an exercise price of $2.38,
which was the closing price of the Companys common stock on
NASDAQ on the grant date, and have a ten-year term. Twenty-five
percent of the options will vest on the later of (i)the 6-month
anniversary of the grant date and (ii)the first date on which the
average closing price of the Companys common stock on NASDAQ is
at least $3.33 (140% growth from the grant date price) for the 30
consecutive trading day period immediately preceding such date,
provided that the grantee remains employed by the Company on the
vesting date. Twenty-five percent of the options will vest on the
later of (i)the 12-month anniversary of the grant date and
(ii)the first date on which the average closing price of the
Companys common stock on NASDAQ is at least $4.05 (170% growth
from the grant date price) for the 30 consecutive trading day
period immediately preceding such date, provided that the grantee
remains employed by the Company on the vesting date. The
remaining fifty percent of the options will vest on the later of
(i)the 24-month anniversary of the grant date and (ii)the first
date on which the average closing price of the Companys common
stock on NASDAQ is at least $4.76 (200% growth from the grant
date price) for the 30 consecutive trading day period immediately
preceding such date, provided that the grantee remains employed
by the Company on the vesting date.
Item 5.07 Submission of Matters to a Vote of Security
Holders
The 2017 Annual Meeting of Stockholders (the Annual Meeting) of
the Company was held on June8, 2017. A quorum was present at the
Annual Meeting. Matters submitted to the stockholders and voted
upon at the meeting, which are more fully described in the
Companys Proxy Statement filed with the Securities and Exchange
Commission on April28, 2017, were (1)the election of Dr.Nicholas
C. Nicolaides, Ph.D., Mr.John E. Osborn and Mr.Robert P.
Roche,Jr. as ClassA directors to the Companys Board of Directors
and the election of Ms.Elaine Hochberg as a ClassC director to
the Companys Board of Directors; and (2)the ratification of the
selection of Ernst Young LLP as the Companys independent
registered public accounting firm for the fiscal year ending
December31, 2017. At the Annual Meeting, the Companys
stockholders approved the two proposals, and the final results
were as follows:
(1) Election of Dr.Nicholas C. Nicolaides, Ph.D., Mr.John E.
Osborn, and Mr.Robert P. Roche,Jr. as ClassA directors to hold
office until the 2020 Annual Meeting of Stockholders and
Ms.Elaine Hochberg as a ClassC director to hold office until the
2019 Annual Meeting of Stockholders:
|
Nominees |
|
For |
|
Withheld |
|
BrokerNon-Votes |
|
|
|
|
|
|
|
|
|
Nicholas C. Nicolaides, Ph.D. |
11,591,971 |
2,477,559 |
5,029,518 |
|||
|
John E. Osborn |
11,589,821 |
2,479,709 |
5,029,518 |
|||
|
Robert P. Roche,Jr. |
11,438,830 |
2,630,700 |
5,029,518 |
|||
|
Elaine Hochberg |
13,920,306 |
149,224 |
5,029,518 |
(2) Ratification of the selection of Ernst Young LLP as the
Companys independent registered public accounting firm for the
year ending December31, 2017:
|
For |
|
Against |
|
Withheld |
|
BrokerNon-Votes |
|
|
|
|
|
|
|
|
|
18,956,239 |
122,018 |
20,791 |
|
About Egalet Corporation (NASDAQ:EGLT)
Egalet Corporation is a specialty pharmaceutical company. The Company is engaged in developing, manufacturing and commercializing treatments for pain and other conditions. The Company’s products include OXAYDO and SPRIX Nasal Spray. The Company is developing two late-stage product candidates, ARYMO ER and Egalet-002 using Guardian Technology. The Company’s product SPRIX Nasal Spray, which contains ketorolac tromethamine is a non-steroidal anti-inflammatory drug (NSAID) indicated in adult patients for the short-term management of moderate to moderately severe pain that requires analgesia at the opioid level. The Company’s product OXAYDO is an approved immediate-release (IR) oxycodone product formulated to deter abuse through snorting. The Company’s product candidate, ARYMO ER is an abuse-deterrent (AD), extended-release (ER), oral morphine formulation. The Company’s product candidate, Egalet-002, is an abuse-deterrent, extended-release, oral oxycodone formulation.