ELEVEN BIOTHERAPEUTICS, INC. (NASDAQ:EBIO) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain OfficersItem 5.02 – Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
Appointment of Interim Chief Financial Officer
On October 13, 2017, Eleven Biotherapeutics, Inc. (the “Company”) announced that the Board of Directors (the “Board”) of the Company appointed Richard F. Fitzgerald, age 54, as the Company’s Interim Chief Financial Officer, effective October 13, 2017 (the “Effective Date”). In connection with Mr. Fitzgerald’s appointment, the Company entered into a consulting agreement (the “Consulting Agreement”) with Mr. Fitzgerald, effective as of the Effective Date. Under the Consulting Agreement, Mr. Fitzgerald will receive a monthly salary of $26,667 and reimbursement of business related expenses.
Mr. Fitzgerald most recently served as a consultant to private life science based companies from July 2017 through October 2017. He previously served as the Chief Financial Officer of PAVmed Inc. (NASDAQ: PAVM), a medical device company, from October 2015 through March 2017 during which time PAVmed Inc. completed its initial public offering and listing on the NASDAQ Stock Market LLC. From April 2009 to October 2015, Mr. Fitzgerald was the Chief Financial Officer of TechPrecision Inc. (OTCBB: TPCS), a global manufacturer of precision large-scale components for the medical device, defense and energy industries. From 2002 to 2008, he served in various senior financial roles culminating in the role of Vice President and Chief Financial Officer of Nucleonics Inc., a venture-backed biotechnology company and early pioneer within the field of RNAi therapeutics whose assets were sold to Alnylam Pharmaceuticals Inc. (NASDAQ:ALNY) in December 2008. During his tenure at Nucleonics, he served as co-Chair of the Biotechnology Industry Organization’s (BIO) National CFO and Tax VP Committee, supporting federal tax and finance lobbying efforts, and was active in the Association of Biotechnology Financial Officers. From 1995 to 2002, Mr. Fitzgerald served in the corporate development office and, from 1998 to 2002, as Director of Corporate Development for Exelon Corporation (formerly PECO Energy), an energy generator and distributor, where he managed business development efforts, mergers and acquisitions, including the $18 billion merger with Unicom Corp. and the rollup of utility contractors which led to the formation of InfraSource (NYSE: IFS). From 1985 to 1995, Mr. Fitzgerald served as a Senior Manager in the Audit and Transaction Services Group of Coopers & Lybrand LLP (now PricewaterhouseCoopers). He is a member of the American and Pennsylvania Institutes of Public Accounting and a founding member of the Bucknell University Business Advisory Board. Mr. Fitzgerald received his B.S. in Business Administration and Accounting from Bucknell University.
There are no family relationships between Mr. Fitzgerald and any director or executive officer of the Company, and he has no direct or indirect material interest in any transaction required to be disclosed to Item 404(a) of Regulation S-K.
The description of the Consulting Agreement contained herein does not purport to be complete and is qualified in its entirety by reference to the complete text of the Consulting Agreement, a copy of which is filed as Exhibit 10.1 to this current report on Form 8-K.
Resignation of Chief Financial Officer
On October 6, 2017, John J. McCabe resigned as the Chief Financial Officer of the Company, effective as of October 20, 2017. There were no disagreements on any matter relating to the Company's operations, policies or practices between Mr. McCabe and the Company or any officer or director of the Company which led to Mr. McCabe’s resignation.
Item 9.01 Financial Statements and Exhibits.
(d)Exhibits.
Eleven Biotherapeutics, Inc. ExhibitEX-10.1 2 consultingagremeent-fitzge.htm EXHIBIT 10.1 Exhibit Exhibit 10.1CONSULTING AGREEMENTTHIS CONSULTING AGREEMENT (together with the attached Business Terms Exhibit,…To view the full exhibit click here
About ELEVEN BIOTHERAPEUTICS, INC. (NASDAQ:EBIO)
Eleven Biotherapeutics, Inc. is a preclinical-stage biopharmaceutical company. The Company applies its AMP-Rx platform to the discovery and development of protein therapeutics to treat diseases of the eye. The Company’s product candidate, which is still in preclinical development, is EBI-031, which was designed, engineered and generated using its AMP-Rx platform and are developing as an intravitreal injection for diabetic macular edema (DME) and uveitis. The Company’s therapeutic approach is based on the role of cytokines in diseases of the eye, its understanding of the structural biology of cytokines and its ability to design and engineer proteins to modulate the effects of cytokines. The Company is developing EBI-031 as an intravitreal injection for DME and uveitis. In addition to EBI-031, the Company has another product candidate in early preclinical development, which is designed to block vascular endothelial growth factor (VEGF).
