GlycoMimetics, Inc. (NASDAQ:GLYC) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain OfficersItem 5.02Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On November 27, 2018, the Board of Directors (the “Board”) of GlycoMimetics, Inc. (the “Company”) increased the authorized number of members of the Board from eight to nine members and, to fill the resulting vacancy, appointed Scott T. Jacksonto serve as a Class I director of the Company whose term will expire at the 2021 annual meeting of stockholders. There is no arrangement or understanding between Mr. Jackson and any other person to which he was selected as a director of the Company, and there is no family relationship between Mr. Jackson and any of the Company’s other directors or executive officers.The Company is not aware of any transaction involving Mr. Jackson requiring disclosure under Item 404(a) of Regulation S-K. Additional information about Mr. Jackson is set forth below.
Scott Jackson, age 53, has served as a member of our Board since November 2018.Mr. Jackson served as the Chief Executive Officer and as a member of the Board of Directors of Celator Pharmaceuticals, Inc. fromApril 2008untilJuly 2016, when the company was acquired by Jazz Pharmaceuticals plc.Mr. Jacksonhas more than 25 years of experience in the pharmaceutical and biotechnology industry and has held positions of increasing responsibility in sales, marketing and commercial development at Eli Lilly & Co., SmithKline Beecham,ImClone Systems Inc.,Centocor Inc., a division of Johnson & Johnson, Eximias Pharmaceutical andYM BioSciences.He holds a B.S. in pharmacy from thePhiladelphia College of Pharmacyand Science and an M.B.A. from theUniversity of Notre Dame.Mr. Jackson presently serves on the board of directors of MacroGenics, Inc., a publicly traded pharmaceutical company, and the Board of Trustees of the Eastern Pennsylvania Chapter ofThe Leukemiaand Lymphoma Society.
In accordance with the Company’s compensation policy for non-employee directors, upon his appointment as a director, Mr. Jackson was granted a nonqualified stock option to purchase 22,000 shares of the Company’s common stock at an exercise price of $11.52, the closing price of the Company’s common stock on the date of grant.This option will vest and become exercisable in three equal installments on the first, second and third anniversaries of the date of grant, subject to Mr. Jackson’s Continuous Service (as defined in the Company’s 2013 Equity Incentive Plan) as of each vesting date.Additionally, Mr. Jackson will be entitled to receive a $40,000 annual retainer for his service as director. At each annual stockholder meeting following which Mr. Jackson’s term as a director continues, Mr. Jackson will be entitled to receive an additional nonqualified stock option to purchase 11,000 shares of the Company’s common stock, which option will vest and become exercisable over a one-year period following the date of grant.Mr. Jackson has also entered into the Company’s standard form of indemnification agreement.
Item 7.01 Regulation FD Disclosure.
On November 28, 2018, the Company issued a press release announcing Mr. Jackson’s appointment to the Board. A copy of this press release is furnished herewith as Exhibit99.1 to this Current Report. The information contained in the press release furnished as Exhibit 99.1 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and is not incorporated by reference into any of the Company’s filings under the Securities Act of 1933, as amended, or the Exchange Act, whether made before or after the date hereof, except as shall be expressly set forth by specific reference in any such filing.
Item 9.01 Exhibits.
(d)Exhibits