INVIVO THERAPEUTICS HOLDINGS CORP. (NASDAQ:NVIV) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
Item 5.02Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

On January14, 2019, the Board of Directors (“Board”) of InVivo Therapeutics Holdings Corp. (the “Company”) announced that it elected Richard Christopher, age 49, to the position of Chief Financial Officer and Treasurer of the Company effectiveJanuary 14, 2019.

Mr.Christopher was the Chief Financial Officer of iCAD,Inc.from December2016 through January2019. iCAD,Inc. is a Nasdaq-listed company with a focus on therapies and solutions for the early identification and treatment of cancer. Prior to iCAD,Inc., Mr.Christopher was Chief Financial Officer from March2014 through December2016 and Chief Operating Officer from October2015 through December2016 of Caliber Imaging& Diagnostics,Inc., a medical technology company focused on cancer detection imaging solutions, with primary applications in dermatology. Prior to Caliber and starting in 2000, Mr.Christopher held various positions of increasing responsibility at DUSA Pharmaceuticals,Inc., a Nasdaq-listed dermatology company focused on the treatment of precancerous skin lesions, where he ultimately served as Chief Financial Officer from January2005 through its acquisition and integration into Sun Pharmaceuticals Industries Ltd in April2013. Mr.Christopher holds a Master of Science in Accounting from Suffolk University and a Bachelor of Science in Finance from Bentley University.

Upon the effectiveness of Mr.Christopher’s appointment as Chief Financial Officer and Treasurer, Mr.Christopher also became the Company’s principal financial officer and principal accounting officer, and Richard Toselli, the Company’s President and Chief Executive who assumed the responsibilities as the Company’s principal financial officer on an interim basis, relinquished those responsibilities to Mr.Christopher.

In connection with his employment with the Company and to the terms of an employment agreement dated December24, 2018, (the “Agreement”),Mr.Christopher will receive an annual base salary of $330,000. Mr.Christopher is also eligible for an annual bonus that targets thirty-fivepercent (35%)of his annualized base salary based upon achievement of certain performance goals In accordance with the Agreement, on January14, 2019, the Board granted Mr.Christopher a non-statutory stock option to purchase up to 90,000 shares of the Company’s common stock, as an inducement grant outside of the Company’s 2015 Stock Incentive Plan to Nasdaq Listing Rule5635(c)(4)(the “Inducement Award”). The Inducement Award has an exercise price per share equal to $1.53, the closing price of a share of Common Stock on the Nasdaq Capital Market on the grant date, and will vest as to one-third (1/3) of the shares of the underlying stock option on January14, 2020, one third (1/3) of the shares of the underlying stock option on January14, 2021 and the remaining one third (1/3) of the shares of the underlying stock option on January14, 2022, provided that if within oneyear following a change in control Mr.Christopher’s employment is terminated by him for Good Reason (as defined in the Agreement) or by the Company or its successor without Cause (as defined in the Agreement), the Inducement Award will be immediately exercisable in full.

Mr.Christopher is also entitled to severance payments under the Employment Agreement. If his employment is terminated by the Company without Cause or by Mr.Christopher for Good Reason, in each case prior to, or more than 12months following, a change in control, then he is entitled (A)to continue to be paid his base salary as in effect on the termination date for a period of 12months and (B)to continue to receive his benefits under the Company’s employee group health insurance plan until the earlier of (i)6months following the termination date or (ii)the date Mr.Christopher becomes eligible for coverage under a new employer’s group health plan.

If his employment is terminated by the Company without cause or by Mr.Christopher for Good Reason, in each case within twelvemonths following a Change in Control, then he is entitled (A)to an amount equal to 1.5 times his base salary as in effect on the termination date, plus 50% of his target annual bonus, in each case at the salary and target annual bonus level in effect on the termination date or, if higher, at any time within the sixmonth period preceding the Change in Control, (B)to acceleration in full of the vesting on all outstanding, unvested equity awards held by Mr.Christopher and (C)to continue to receive his benefits under the Company’s employee group health insurance plan until the earlier of (i)twelvemonths following the termination date or (ii)the date Mr.Christopher becomes eligible for coverage under a new employer’s group health plan. The severance payments are contingent upon Mr.Christopher executing a general release of claims against the Company.

The Employment Agreement also contains various restrictive covenants, including covenants relating to non-solicitation, confidentiality and assignment of inventions. In addition, under the terms of the Agreement, Mr.Christopher