LION BIOTECHNOLOGIES, INC. (NASDAQ:LBIO) 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
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Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
On February 27, 2017, the Board of Directors of Lion
Biotechnologies, Inc. (the Company), adopted corporate
goals for the determination of cash bonuses to be paid for the
2017 fiscal year. Under the plan adopted by the Board, cash
bonuses, if any, will be paid to qualified participating
employees upon the achievement of corporate goals and a review of
personal performance, which is determined at the discretion of
the Compensation Committee of the Board of Directors and/or the
Board of Directors. The corporate goals, and the weight assigned
to each of the goals, will apply to all officers and employees,
although the target percentage of an executive officers salary
that can be earned each year is specified in each executives
employment agreement.
The target bonus payable to participating employees and officers
will range from 10% to 30% of such recipients 2017 base salary,
and the target cash bonuses for senior executive officers will be
based on the percentage set forth in each executive officers
employment agreement (which agreements provide for bonuses in the
range of 35% to 50% of such executives 2017 base salary). The
Companys goal is to pay any earned bonus by March 15 of the year
following the year in which the bonus is earned. The cash bonuses
that officers and employees can receive will be based upon the
following corporate goals and on a subjective evaluation of an
individuals performance. The corporate goals and objectives for
each participant will be based on meeting certain goals with
respect to the Companys operational performance as follows: (i)
Transferring the Companys proprietary process for manufacturing
the Companys autologous cell therapy products to two of its
manufacturers (weighted at 30%); (ii) further defining the
registration path for LN-144 (weighted at 20%); (iii) completing
enrollment of patients in a portion of the Companys Phase 2
melanoma study by a specified date (weighted at 15%); (iv)
enrolling specified number of patients by certain dates in the
Companys cervical and head and neck studies (weighted at 10%);
(v) initiation of studies for two other indication (weighted at
10%); (vi) enrolling patients in pancreatic and glioblastoma
trials (weighted at 5%); and (vii) meeting other team performance
and budgetary goals (weighted collectively at 10%). The Board and
Compensation Committee reserve the right to modify these goals
and criteria at any time, to pay bonuses greater than the target
percentages, and to grant bonuses to the participants even if the
performance goals are not met.
| Item 5.08. | Shareholder Director Nominations. |
The Board of Directors of the Company initially scheduled its
2016 annual meeting of stockholders to be held on June 10, 2016.
Because of a financing transaction that closed on June 8, 2016,
the June 10, 2016 annual meeting had to be rescheduled, and was
thereafter held on August 16, 2016 (the 2016 Annual
Meeting). On February 27, 2017, the Board of Directors of the
Company established June 1, 2017 as the date of the Companys 2017
Annual Meeting of Stockholders (the 2017 Annual Meeting).
Because the date of the 2017 Annual Meeting has been changed by
more than 30 calendar days from the date of the rescheduled 2016
Annual Meeting, in accordance with Rule 14a-5(f) under the
Securities Exchange Act of 1934, as amended (the Exchange
Act), the Company is informing stockholders of such change.
In its definitive proxy statement filed with the SEC on July 7,
2016, the Company set a deadline of March 1, 2017 for the receipt
of stockholder proposals submitted to Rule 14a-8 under the
Exchange Act, for inclusion in the Companys proxy materials for
the 2017 Annual Meeting. Because the date of the 2017 Annual
Meeting has been changed by more than 30 calendar days from the
date of the 2016 Annual Meeting, a new deadline has been set for
submission of proposals by stockholders of the Company intended
to be included in the Companys 2017 proxy materials. Accordingly,
stockholders of the Company who wish to have a proposal
considered for inclusion in the Companys proxy materials for the
2017 Annual Meeting must ensure that such proposal is received by
the Company at 999 Skyway Road, Suite 150, San Carlos, California
94070, Attn: Corporate Secretary, on or before the close of
business on March 15, 2017, which the Company has determined to
be a reasonable time before it expects to begin to distribute its
proxy materials for the 2017 Annual Meeting. Any such proposal
must also meet the requirements set forth in the rules and
regulations of the Securities and Exchange Commission in order to
be eligible for inclusion in the proxy materials for the 2017
Annual Meeting.
About LION BIOTECHNOLOGIES, INC. (NASDAQ:LBIO)
Lion Biotechnologies, Inc. is a clinical-stage biotechnology company. The Company is focused on developing and commercializing cancer immunotherapy products designed to harness the power of a patient’s own immune system to eradicate cancer cells. The Company’s lead pipeline candidate, LN-144, is an adoptive cell therapy using tumor-infiltrating lymphocytes (TIL) to treat patients with refractory metastatic melanoma. The Company develops a portfolio of TIL-based products for the treatment of solid tumors. In addition to LN-144, the Company intends to develop additional TIL-based pipeline products to treat a range of solid tumors. It develops LN-145 to treat cervical and head and neck cancers. TIL therapy involves growing a patient’s TIL in special culture conditions outside the patient’s body, or ex vivo, and then infusing the T cells back into the patient in combination with interleukin-2 (IL-2). LION BIOTECHNOLOGIES, INC. (NASDAQ:LBIO) Recent Trading Information
LION BIOTECHNOLOGIES, INC. (NASDAQ:LBIO) closed its last trading session down -0.20 at 7.85 with 342,414 shares trading hands.