Idera Pharmaceuticals,Inc. (NASDAQ:IDRA) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

Idera Pharmaceuticals,Inc. (NASDAQ:IDRA) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

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Item5.02. Departure of Directors or Certain Officers; Election of
Directors; Appointment of Certain Officers; Compensatory
Arrangements of Certain Officers.

(a)

Resignation as Director

On April18, 2017, Dr.Sudhir Agrawal executed an agreement to
which, effective as of May31, 2017, he will resign as the
President of Research and as a member of the board of directors
of Idera Pharmaceuticals,Inc. (the Corporation). Dr.Agrawals
decision to resign did not result from any disagreement with the
Corporation on any matter relating to the Corporations
operations, policies or practices.

(b)

Resignation as Executive Officer

Reference is made to the disclosure under Item 5.02(a)above.

(e)

Compensatory Arrangement

On April18, 2017, the Corporation entered into a Separation
Agreement and Release of Claims with Dr.Agrawal (the Agreement).
Under the terms of the Agreement:

Dr.Agrawals employment with the Corporation will end as of
May31, 2017 (the Separation Date).

Dr.Agrawal will resign as a member of the Board of the
Corporation, effective as of May31, 2017.

Within thirty days of the Separation Date, the Corporation
will pay Dr.Agrawal, in one lump sum, an amount equal to
the sum of any salary earned by Dr.Agrawal through the
Separation Date but not previously paid, as well as any
unreimbursed expenses incurred by him prior to the
Separation Date.

Subject to Dr.Agrawals compliance with the Agreement,
including the execution of a release on the Separation
Date, and the effectiveness of the Agreement which is
subject to revocation by Dr.Agrawal for seven days
following the date of the Agreement, Dr.Agrawal will
receive the following severance benefits and other
compensation:

Commencing on the first regular payroll date following the
Separation Date, the Corporation will, until May31, 2019,
provide Dr.Agrawal with severance pay in the form of salary
continuation payments at his annualized base salary rate in
effect on the date of this Agreement ($588,100), payable in
installments in accordance with the Corporations regular
payroll practices;

On the first regular payroll date following the Separation
Date, the Corporation will pay Dr.Agrawal a pro rated 2017
bonus payment of $121,648, less all applicable taxes and
withholdings;

The agreement provides that Dr.Agrawal will be provided
health and dental benefits through reimbursement of COBRA
premiums from the Separation Date through no later than
May31, 2019;

Until the earlier of May31, 2019 and the date on which
Dr.Agrawal become eligible through other employment for
disability and/or life insurance, the Corporation will
reimburse Dr.Agrawal for the costs of his obtaining life
and/or disability insurance substantially comparable to
such benefits as were being provided to him by the
Corporation immediately prior to the Separation Date;

Any stock options or other equity incentive awards
previously granted to Dr.Agrawal and held by Dr.Agrawal on
the Separation Date shall, to the extent not already
vested, vest to the extent such options or equity incentive
awards, as applicable, would have vested had Dr.Agrawal
continued to be an employee of the Corporation through
October19, 2019, and Dr.Agrawal shall be entitled to
exercise any such options until the earlier of the
expiration of such option and October19, 2022; and

The Corporation will reimburse Dr.Agrawal for up to $8,000
in legal fees associated with the review, negotiation and
execution of the Agreement.

to the Agreement, Dr.Agrawal has released claims against
the Corporation.

to the Agreement, Dr.Agrawal has agreed to extend the
term of the non-competition and non-solicitation
provisions to which he is subject from one year to two
years.

Dr.Agrawal also will enter into a Scientific Advisor Agreement
with the Corporation on June1, 2017 under which he has agreed
to provide consulting services to the Corporation, and the
Corporation has agreed to pay him consulting fees equal to
$10,000 per month. The Corporation can terminate the Scientific
Advisor Agreement at any time upon 30 days notice.

Item7.01. Regulation FD Disclosure.

The full text of the Corporations press release issued in
connection with the announcement of Dr.Agrawals resignation is
furnished as Exhibit99.1 to this Current Report on Form8-K.

The information in Exhibit99.1 shall not be deemed filed for
purposes of Section18 of the Securities Exchange Act of 1934,
as amended (the Exchange Act), or otherwise subject to the
liabilities of that section, nor shall it be deemed
incorporated by reference in any filing under the Securities
Act of 1933, as amended, or the Exchange Act, except as
expressly set forth by specific reference in such a filing.

Item9.01. Financial Statements and Exhibits.

(d)

Exhibits

Exhibit99.1 relating to Item7.01 shall be deemed to be
furnished, and not filed:

99.1 Press Release dated April18, 2017.


About Idera Pharmaceuticals, Inc. (NASDAQ:IDRA)

Idera Pharmaceuticals, Inc. is a clinical-stage biopharmaceutical company focused on the discovery, development and commercialization of therapeutics for oncology and rare diseases. The Company utilizes two drug discovery technology platforms to design and develop drug candidates, which include Toll-like receptor (TLR) targeting technology and third-generation antisense (3GA) technology. Using TLR technology, the Company designs synthetic oligonucleotide-based drug candidates to act by modulating the activity of specific TLRs. Using its 3GA technology, the Company is developing drug candidates to turn off the messenger ribo nucleic acid (mRNA) associated with disease causing genes. The Company’s drug candidates include IMO-8400, IMO-2125 and IMO-9200. The Company has designed TLR antagonists and agonists to act by modulating the activity of targeted TLRs. It is developing its 3GA technology to turn off the mRNA associated with disease causing genes.

Idera Pharmaceuticals, Inc. (NASDAQ:IDRA) Recent Trading Information

Idera Pharmaceuticals, Inc. (NASDAQ:IDRA) closed its last trading session down -0.02 at 2.26 with 874,634 shares trading hands.

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