INVUITY,INC. (NASDAQ:IVTY) 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.
On November20, 2017, the Company’s Board of Directors (the “Board”) increased the size of the Board from six to seven and appointed Scott Flora to the Board, effective as of November21, 2017, to serve as a ClassII director whose term expires at the annual meeting of stockholders to be held in 2020. In addition, Mr.Flora will be added to the Compensation Committee of the Board (the “Compensation Committee”), effective as of November21, 2017.
Mr.Flora is currently President of SFlora Consulting LLC. Mr.Flora served as the President, Chief Executive Office and a director of OmniGuide Inc., a medical device company, from October2011 to April2014. He served as the Global Business Unit President for the surgical device division of Covidien plc, a global healthcare products company, from November2006 until June2011. From 1994 through 2006, Mr.Flora served in numerous positions at Smith& Nephew plc, a global medical technology company, including President and General Manager of the orthopedics reconstruction division, General Manager of the trauma and clinical therapies divisions, Senior Vice President of United States and Europe, Senior Vice President of Smith& Nephew Healthcare, and Senior Vice President of the orthopedics division. Mr.Flora currently serves as the Executive Chairman of Conventus Orthopaedics, a medical device company focused on developing a broad platform of minimally invasive intramedullary devices to repair traumatic end-bone fractures, where he has served since December2015. Mr.Flora currently serves on the board of directors of AgNovos Healthcare, a bone health medical device company, where he has served since January2014. From July2015 to November2016, Mr.Flora served on the board of directors of Cotera, an orthopedic joint implant company. From July2015 to January2017, Mr.Flora was an advisor to CT Innovations, Connecticut’s strategic venture capital arm, where he assisted with three (3)of their startups. From July2015 to May206, Mr.Flora served on the board of directors of NovaTract Surgical, a medical device company offering innovative technologies for minimally invasive surgeries. From July2013 to January2014 Mr.Flora served on the board of directors of Mako Surgical. From September2011 until January2013, Mr.Flora served on the board of directors of Tengion, a regenerative medicine company focused on discovering, developing, manufacturing and commercializing a range of neo-organs. Mr.Flora received a bachelor of science degree in marketing from Millikin University and has participated in professional development programs at Yale University, the Wharton School of the University of Pennsylvania, the Kellogg School of Management,INSEAD, and Pennsylvania State University.
Mr.Flora executed the Company’s standard form of indemnification agreement, a copy of which has been filed as Exhibit10.1 to the Company’s Registration Statement on FormS-1 (File No.333-203505) filed with the Securities and Exchange Commission on June1, 2015.
There is no arrangement or understanding between Mr.Flora and any other persons to which Mr.Flora was elected as a director. In addition, Mr.Flora is not a party to any transaction, or series of transactions, required to be disclosed to Item 404(a)of Regulation S-K.
Mr.Flora will be eligible to participate in the Company’s standard compensation arrangements for non-employee directors, including receiving cash and equity compensation, as described on pages17 through 18 of the Company’s 2017 proxy statement filed with the Securities and Exchange Commission on April28, 2017.
On November21, 2017, the Company issued a press release announcing Mr.Flora appointment as a director. The press release is attached hereto as Exhibit99.1.
Item 9.01 Financial Statements and Exhibits.