On November 18, 2019, MiMedx Group, Inc. (the “Company”) entered into a Separation and Transition Services Agreement (the “Agreement”) with Edward J. Borkowski. to the Agreement, Mr. Borkowski resigned, as of November 15, 2019 (the “Effective Date”), as Executive Vice President and Interim Chief Financial Officer of the Company, as well as from any and all officer, director or other positions that he held with the Company and its affiliates. Commencing on the Effective Date until the earlier of the first business day immediately following the date on which the Company files its Annual Report on Form 10-K for the fiscal year ended December 31, 2018 (the “2018 Form 10-K”) with the Securities and Exchange Commission (the “SEC”) or December 31, 2019 (the “Transition Period”), Mr. Borkowski will perform the duties of the Interim Chief Financial Officer with respect to filing the 2018 Form 10-K and assist with the transition of his duties as described in the Agreement. Additionally, commencing on the date the Transition Period ends and until March 31, 2020, Mr. Borkowski will provide services as may be requested by the Company with respect to matters related to the 2018 Form 10-K and the Company’s Annual Report on Form 10-K for the fiscal year ending December 31, 2019.
The Agreement provides that the Company will pay Mr. Borkowski a special payment in installments as follows: (i) $1,700,000 to be paid within seven business days following the Effective Date; (ii) $1,750,000 to be paid within seven business days following the filing of the 2018 Form 10-K with the SEC; and (iii) after March 31, 2020, $500,000 to be paid within seven business days following the execution and delivery of a supplemental release by Mr. Borkowski.
Commencing on the Effective Date, Mr. Borkowski will not be eligible to participate in any of the Company’s benefit plans or perquisites. Under the Agreement, Mr. Borkowski acknowledges and agrees that 33,333 shares of the Company’s common stock held by him vested in full, that he is not entitled to any further Company equity awards, and that any and all unvested portions of any other outstanding equity awards held by him are cancelled and forfeited as of the Effective Date.
The Agreement also includes terms and conditions governing the Company’s and Mr. Borkowski’s general release of claims and other customary provisions.
The foregoing summary of the Agreement is qualified in its entirety by reference to the full text of the Agreement which is filed as Exhibit 10.1 to this Current Report and incorporated herein by reference.
(d) Exhibits
MIMEDX GROUP, INC. ExhibitEX-10.1 2 exhibit101borkowskitransit.htm SEPARATION AND TRANSITION SERVICES AGREEMENT Exhibit Exhibit 10.1SEPARATION AND TRANSITION SERVICES AGREEMENTEdward J. Borkowski (“Borkowski”) and MiMedx Group,…
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About MIMEDX GROUP, INC. (NASDAQ:MDXG)
MiMedx Group, Inc. (MiMedx) is an integrated developer, processor and marketer of regenerative biomaterial products and bioimplants processed from human amniotic membrane and other birth tissues and human skin and bone. The Company operates in the Regenerative Biomaterials business segment, which includes the development, processing and marketing of regenerative biomaterial products and bioimplants processed from human amniotic membrane and other birth tissues in the wound care, surgical, sports medicine, ophthalmic and dental market categories. Its biomaterial platform technologies are AmnioFix, EpiFix, OrthoFlo, Physio, AlloBurn, and CollaFix. AmnioFix and EpiFix are its tissue technologies processed from human amniotic membrane derived from donated placentas. The Company processes the human amniotic membrane utilizing its PURION Process, to produce an implant. MiMedx is the supplier of amniotic tissue, having supplied over 500,000 allografts.
