Five Prime Therapeutics, Inc. (NASDAQ:FPRX) 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. |
Annual Equity Grants
The Compensation and Management Development Committee (the
Committee) of the Board of Directors of Five Prime
Therapeutics,Inc. (the Company) reviews and approves an annual
equity incentive award program for the Companys employees,
including the Companys executive officers, which in the past was
generally administered in July or August of each year. In 2017,
the Company revised the timing of the annual long-term incentive
equity award program to occur in February in connection with the
Companys annual review process.
On February7, 2017, the Committee approved annual grants of
(i)options to purchase the Companys common stock (the Options)
and (ii)restricted common stock (the Standard RSAs) to each of
the named executive officers and principal financial officer
under the Companys 2013 Omnibus Incentive Plan (the Plan), in
each case for the number of shares of common stock set forth
opposite the executive officers name in the table below.
| Name and Title | OptionShares |
Standard RSAs |
||||||
|
Lewis T. Williams President and Chief Executive Officer |
101,250 | 16,875 | ||||||
|
Marc Belsky SVP and Chief Financial Officer |
22,500 | 5,625 | ||||||
|
Aron Knickerbocker Chief Operating Officer |
40,000 | 10,310 | ||||||
|
Francis Sarena Chief Strategy Officer and Secretary |
45,000 | 10,310 |
Subject to each such executive officers continued service with
the Company on the applicable vest date, each executive officers
Options will vest in forty-eight monthly installments over the
four-year period following the grant date.
Subject to each executive officers continued service with the
Company on the applicable vest date, one-third of the shares
subject to each executive officers Standard RSA will vest on
February5, 2018, one-third of the shares subject to each
executive officers Standard RSA will vest on February5, 2019 and
the remaining one-third of the shares subject to each executive
officers Standard RSA will vest on February5, 2020.
Retention Equity Grants
On February7, 2017, the Committee approved retention grants of
restricted common stock (the Retention RSAs) under the Plan to
the named executive officers and principal financial officer
listed below, in each case for the number of shares of common
stock set forth opposite the executive officers name in the table
below.
| Name and Title |
Retention RSAs |
|||
|
Marc Belsky SVP and Chief Financial Officer |
9,375 | |||
|
Aron Knickerbocker Chief Operating Officer |
7,690 | |||
|
Francis Sarena Chief Strategy Officer and Secretary |
7,690 |
2
Subject to each such executive officers continued service with
the Company on the applicable vest date, each executive officers
Retention RSAs will vest as follows:
| (i) |
one-quarter of the shares subject to each Retention RSA will vest on the earlier to occur of (A)the date of administration of the first dose to the first human subject in the first Phase 3 or registration-enabling clinical trial of cabiralizumab and (B)the date of administration of the first dose to the first human subject in the first Phase 3 or registration-enabling trial of FPA144; |
| (ii) |
one-quarter of the shares subject to each executive officers Retention RSA will vest on February5, 2019; and |
| (iii) |
one-half of the shares subject to each executive officers Retention RSA will vest on February5, 2020. |
The vesting of the Retention RSAs with respect to an executive
officer will not accelerate in the event of such executive
officers dismissal or discharge by the Company for reasons other
than cause, as defined in such executive officers executive
severance benefits agreement, and other than as a result of such
executive officers death or disability.
3
About Five Prime Therapeutics, Inc. (NASDAQ:FPRX)
Five Prime Therapeutics, Inc. (Five Prime) is a clinical-stage biotechnology company focused on discovering and developing protein therapeutics. The Company has three product candidates in clinical development covering multiple potential indications. It focuses on immuno-oncology, an area in which it has clinical and discovery programs, and product and discovery collaborations. The Company seeks to engage third-party collaborators to assist it in developing companion diagnostics for its clinical programs. The Company’s product candidates include FPA008, FPA144 and FP-1039/GSK3052230. The FPA008 is an antibody that inhibits colony stimulating factor-1 (CSF1), receptor (CSF1R). The FPA144 is an antibody that inhibits fibroblast growth factor receptor 2b (FGFR2b). FP-1039 is a protein therapeutic designed to trap and neutralize cancer-promoting fibroblast growth factors (FGFs). Five Prime Therapeutics, Inc. (NASDAQ:FPRX) Recent Trading Information
Five Prime Therapeutics, Inc. (NASDAQ:FPRX) closed its last trading session down -0.11 at 46.12 with 264,203 shares trading hands.