MATINAS BIOPHARMA HOLDINGS, INC. (OTCMKTS:MTNB) 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 April 18, 2017, Matinas BioPharma Holdings, Inc. (the Company
or Matinas) announced that Dominick M. DiPaolo, age 41, had been
appointed as the Companys Senior Vice President of Quality and
Regulatory Compliance. Previously from October 2015 until April
2017, Mr. DiPaolo served as Senior Vice President of Quality,
Compliance and Regulatory Affairs at Cyalume Technologies
Holdings, Inc. (OTCQB: CYLU), a diversified pharmaceutical and
medical device company. Prior to Cyalume, from August 2011 until
July 2015, Mr. DiPaolo served as Senior Vice President, Quality,
Compliance and Regulatory Affairs at Tris Pharma, a specialty
pharmaceutical company of both branded and generic products.
Prior to Tris Pharma, Mr. DiPaolo served as Vice President of
Quality and Regulatory for GW Laboratories, Inc., a niche
pharmaceutical company. Earlier in his career, he held various
senior quality positions at Barr Laboratories, Pfizer Inc.,
Novartis, Hoffmann-La Roche and Johnson Johnson. Mr. DiPaolo is
both a Certified Quality Engineer (CQE) as well as a Certified
Quality Auditor (CQA) from the American Society for Quality. Mr.
DiPaolo earned his B.S. in Biotechnology and Microbiology from
Rutgers University in New Brunswick, New Jersey and completed his
graduate course work in Microbiology at Seton Hall University in
South Orange, New Jersey.
Effective April 18, 2017, the Company entered into an employment
agreement with Mr. DiPaolo. Mr. DiPaolo will receive an initial
annual base salary of $250,000 and is eligible for an annual
bonus with a target amount of up to 30% of his base salary, based
on the achievement of certain individual and/or corporate
performance targets established by the Board or Compensation
Committee. The actual amount of such bonus will be determined
annually based upon individual and/or the Companys achievement of
certain performance targets, as determined by the CEO, the Board
or the Compensation Committee, in his or its discretion. In
addition, Mr. DiPaolo will receive a grant of options to purchase
350,000 shares of the Companys common stock, par value $0.0001
per share, to the Companys 2013 Equity Incentive Plan (the Plan).
Mr. DiPaolo is eligible to participate in employee benefit plans
generally available to the Companys senior executives, subject to
the terms of those plans. The employment agreement further
provides that in the event the Company terminates Mr. DiPaolos
employment without cause (as defined in the Plan), subject to the
execution and non-revocation of a release agreement, Mr. DiPaolo
will be entitled tocontinuation of his base salary, at the rate
then in effect, for a period of eight months, payable in
accordance with the Companys customary payroll practices and
procedures; provided, however, that in the event Mr. DiPaolo
breaches the terms of his Covenants Agreement (as defined below),
the Companys obligation to pay such severance payments shall
immediately cease.
In addition, Mr. DiPaolo has entered into the Companys standard
form agreement with respect to non-disclosure and assignment of
inventions (the Covenants Agreement).
The foregoing description of the employment agreement is intended
to be a summary and is qualified in its entirety by reference to
such document, which is attached as Exhibit10.1 and is
incorporated by reference herein.
Item 7.01. Regulation FD Disclosure.
On April 18, 2017, the Company issued a press release announcing
the appointment of Mr. DiPaolo as the Companys Senior Vice
President of Quality and Regulatory Compliance.A copy of the
press release is furnished as Exhibit99.1 hereto. In accordance
with General Instruction B.2 of Form8-K, the information in Item
7.01 of this Current Report on Form8-K, including Exhibit99.1,
shall not be deemed filed for the purposes of Section18 of the
Exchange Act, or otherwise subject to the liabilities of that
section, nor shall it be deemed incorporated by reference in any
filing under the Exchange Act or the Securities Act of 1933, as
amended, except as shall be expressly set forth by specific
reference in such a filing.
Item 9.01. Financial Statements and Exhibits.
| (d)Exhibits | ||
| 10.1 |
Employment Agreement, effective as of April 18, 2017, by and between the Company and Dominick M. DiPaolo |
|
| 99.1 | Press Release dated April 18, 2017 |
About MATINAS BIOPHARMA HOLDINGS, INC. (OTCMKTS:MTNB)
Matinas BioPharma Holdings, Inc. is a clinical-stage biopharmaceutical company. The Company is engaged in identifying and developing therapeutics for the treatment of serious and life-threatening infections. It is engaged in developing a pipeline of product and development candidates, with an initial focus on serious fungal and bacterial infections. Its cochleate delivery technology platform is designed for the targeted delivery of pharmaceuticals directly to the site of infection or inflammation. Its MAT 2203 is an oral formulation of a spectrum anti-fungal drug called amphotericin B, which uses its cochleate delivery technology. Its MAT2501 is an orally administered, encochleated formulation of the spectrum aminoglycoside antibiotic amikacin, which may be used to treat different types of multidrug-resistant bacteria, including non-tubercular mycobacterial infections (NTM), as well as various multidrug-resistant gram negative and intracellular bacterial infections. MATINAS BIOPHARMA HOLDINGS, INC. (OTCMKTS:MTNB) Recent Trading Information
MATINAS BIOPHARMA HOLDINGS, INC. (OTCMKTS:MTNB) closed its last trading session 00.00 at 2.95 with 96,624 shares trading hands.
