Iradimed Corporation (NASDAQ:IRMD) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On January 7, 2020, iRadimed Corporation (the “Company”) issued a press release announcing the retirement of Brent Johnson, Executive Vice President of Worldwide Sales and Marketing, effective April 10, 2020 after leading the Company’s commercial efforts since 2012. iRadimed appointed MaryBeth Smith as Vice President of Worldwide Sales, succeeding Mr. Johnson, effective January 20, 2020 (the “Hire Date”). Ms. Smith will report to Leslie McDonnell, President and Chief Executive Officer.
Ms. Smith, 59, has extensive commercial experience with medical technology products. Prior to her appointment at iRadimed, Ms. Smith spent more than 20 years at Natus Medical, Inc., most recently as the Vice President of Sales and Sales Operations for newborn care products. Prior to that, Ms. Smith held a number of leadership and operational roles at Natus where she successfully introduced and established new products as a standard of care. Ms. Smith earned a Bachelor of Science in Nursing from Viterbo University.
There is no arrangement or understanding between Ms. Smith and any other person to which she was selected as an officer of the Company. Additionally, there is no family relationship between any director or executive officer of the Company and Ms. Smith.
The Company has entered into an employment agreement with Ms. Smith, dated as of January 3, 2020, in connection with Ms. Smith’s appointment as Vice President of Worldwide Sales (the “Employment Agreement”). to the Employment Agreement, Ms. Smith’s salary will be $250,000 per year and she is eligible for an annual bonus of 50% of her salary, which amount may be adjusted based on the overall profitability of the Company and her individual performance. Upon her Hire Date, Ms. Smith will receive a grant of Restricted Stock Units totaling $125,000 in value using the Company’s closing stock price on the day preceding her Hire Date. Ms. Smith’s restricted stock units will be in accordance with the terms of the Company’s 2014 Equity Incentive Plan and will vest in four equal annual installments. Upon vesting, Ms. Smith will receive a number of shares of the Company’s common stock equal to the number of restricted stock units that have vested. The Employment Agreement continues until terminated by us or by Ms. Smith in accordance with the terms of the agreement. If Ms. Smith is terminated by us without “cause” or she terminates her employment with us for “good reason”, each as defined under the Employment Agreement, we must pay her an amount equal to twelve months base salary. In the event that we are involved in a change of control transaction, which generally means the transfer of ownership of more than 50% of our shares, and Ms. Smith terminates her employment with us for good reason, we must pay her an amount equal to twelve months base salary. The Employment Agreement also contains non-solicitation, non-compete and confidentiality provisions.
This summary description is qualified in its entirety by reference to the Employment Agreement, which is filed as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated herein by reference.
The full text of the press release announcing Ms. Smith’s appointment is included in Exhibit 99.1 to this report.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
| 10.1 | Employment Agreement, dated as of January 3, 2020 by and between Iradimed Corporation and MaryBeth Smith |
| 99.1 | Press release dated January 7, 2020. |
IRADIMED CORP Exhibit
EX-10.1 2 tm201238d1_ex10-1.htm EXHIBIT 10.1 Exhibit 10.1 CONFIDENTIAL EMPLOYMENT AGREEMENT This Employment Agreement (the “Agreement”) is made on the 3rd day of January,…
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About Iradimed Corporation (NASDAQ:IRMD)
IRADIMED CORPORATION (IRADIMED) develops, manufactures, markets and distributes Magnetic Resonance Imaging (MRI) compatible products, and provides non-magnetic intravenous (IV) infusion pump systems. The Company operates through development, manufacture and sale of MRI compatible products and IV infusion pump systems for use by hospitals and acute care facilities during MRI procedures segment. Its MRidium MRI compatible IV infusion pump system has been designed with a non-magnetic ultrasonic motor, non-ferrous part and other features in order to deliver anesthesia and other IV fluids during various MRI procedures. MRI compatible IV infusion pump system includes the 3860+ MRI compatible IV infusion pump, single-use IV tubing sets, a non-magnetic pole and a lithium battery. In addition, it offers optional upgrade systems, including the 3865 Remote Display/Control, 3861 Side Car, Dose Error Reduction System (DERS) and SpO2 monitor.