Kadmon Holdings, Inc. (NYSE:KDMN) 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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Kadmon Holdings, Inc. (NYSE:KDMN) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

Kadmon Holdings, Inc. (NYSE:KDMN) 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





On November 19, 2019, Kadmon Corporation, LLC, a wholly owned subsidiary of Kadmon Holdings, Inc. (the “Company”), entered into an employment agreement, effective January 1, 2020 (the “Employment Agreement”) with Harlan W. Waksal, M.D., the Company’s President and Chief Executive Officer, which supersedes and replaces Dr. Waksal’s prior employment agreement. to the Employment Agreement, Dr. Waksal will receive an annual base salary of $600,000. Dr. Waksal will also be eligible for a year-end target bonus of 60% of his annual base salary. The Employment Agreement also includes customary confidentiality and assignment of intellectual property obligations. In addition, Dr. Waksal has been granted an option to purchase 1,350,000 shares of the Company’s common stock under the Company’s existing Amended and Restated 2016 Equity Incentive Plan, which is described further in the Company’s Annual Report on Form 10-K for the year ended December 31, 2018, at an exercise price per share equal to the closing market price of the Company’s common stock on November 19, 2019, which shares shall vest in equal annual installments over three years.

The Employment Agreement can be terminated by the board of directors of the Company at any time for or without Cause (as such term is defined in the Employment Agreement) and Dr. Waksal can resign with or without Good Reason (as such term is defined in the Employment Agreement). If Dr. Waksal is terminated for Cause or resigns without Good Reason, Dr. Waksal will receive his base salary through the date of termination. If Dr. Waksal is terminated without Cause or resigns with Good Reason, conditioned on Dr. Waksal’s execution and non-revocation of a release of claims, Dr. Waksal will be entitled to severance payments in an aggregate amount equal to his base salary plus the greater of his target bonus or his previous year’s discretionary bonus, to be paid in equal installments over a one-year period and ending when Dr. Waksal becomes employed by another entity or individual.







About Kadmon Holdings, Inc. (NYSE:KDMN)

Kadmon Holdings, Inc. is an integrated biopharmaceutical company engaged in the discovery, development and commercialization of small molecules and biologics to address disease areas of various unmet medical needs. The Company is developing product candidates in a number of indications within autoimmune and fibrotic disease, oncology and genetic diseases. Its product pipeline consists of KD025, Tesevatinib and KD034. The Company’s other products include Ribasphere RibaPak, Ribasphere, Qsymia, Tetrabenazine and Valganciclovir. KD025 is an orally available, selective small molecule inhibitor of Rho-associated coiled-coil kinase 2 (ROCK2), a molecular target in multiple autoimmune, fibrotic and neurodegenerative diseases. Tesevatinib is an oral tyrosine kinase inhibitor (TKI) designed to block key molecular drivers of tumor growth, metastases and drug resistance. KD034 is the Company’s portfolio of enhanced formulations of trientine hydrochloride for the treatment of Wilson’s disease.