moleculin biotech, INC. (NASDAQ:MBRX) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain OfficersItem 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On October 3, 2017, the Compensation Committee of the Board of Directors, after researching comparable companies and using a leading industry survey, recommended to the Board of Directors of Moleculin Biotech, Inc. (the “Company”), and after receiving the recommendation, the Board of Directors approved the following compensation arrangements with its named executive officers:
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Walter V. Klemp, Chief Executive Officer, was granted a cash bonus award of $93,000 and was issued a 10-year option to purchase 340,000 shares of the Company's common stock, under the Company's 2015 Stock Plan, with 4-year annual vesting (i.e., one-quarter of grant vests on the first, second, third and fourth anniversary of the issuance date) and an exercise price equal the closing price of the Company's common stock on the date of approval. Effective July 1, 2017, Mr. Klemp’s base compensation was increased to $350,000 for the compensation year ending May 30, 2018, his targeted cash bonus for such year was set at 50% of base compensation, and his targeted option grant value for such year was set at $800,000; provided that the cash bonus and option grants for the year are subject to Compensation Committee approval. |
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Jonathan Foster, Chief Financial Officer, was granted a cash bonus award of $75,000 and was issued a 10-year option to purchase 145,000 shares of the Company's common stock, under the Company's 2015 Stock Plan, with 4-year annual vesting (i.e., one-quarter of grant vests on the first, second, third and fourth anniversary of the issuance date) and an exercise price equal the closing price of the Company's common stock on the date of approval. Effective July 1, 2017, Mr. Foster’s base compensation was increased to $300,000 for the compensation year ending May 30, 2018, his targeted cash bonus for such year was set at 43% of base compensation, and his targeted option grant value for such year was set at $450,000; provided that the cash bonus and option grants for the year are subject to Compensation Committee approval. |
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Donald Picker, Chief Science Officer, was granted a cash bonus award of $50,000 and was issued a 10-year option to purchase 60,000 shares of the Company's common stock, under the Company's 2015 Stock Plan, with 4-year annual vesting (i.e., one-quarter of grant vests on the first, second, third and fourth anniversary of the issuance date) and an exercise price equal the closing price of the Company's common stock on the date of approval. Effective July 1, 2017, Dr. Picker’s base compensation will be $225,000 for the compensation year ending May 30, 2018, his targeted cash bonus for such year was set at 30% of base compensation, and his targeted option grant value for such year was set at $100,000; provided that the cash bonus and option grants for the year are subject to Compensation Committee approval. |
In addition, on October 3, 2017, the Board approval the following policy for compensating non-employee members of the Board:
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Each non-employee director shall receive annual cash compensation of $35,000. In addition, the chair person of the Audit Committee, Compensation Committee and Nominating and Governance Committee shall receive an annual compensation of $15,000, $10,000 and $7,500, respectively; the other members of such committees shall receive an annual compensation of $7,500, $5,000 and $3,750, respectively; and the Lead Independent Director shall receive an annual compensation of $15,000. All payments will be made within 15 days after calendar quarter end. |
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Upon the initial appointment (or election) of non-employee directors to the Board, the director will be issued a 10-year option to purchase 20,000 shares of the Company's common stock, under the Company's 2015 Stock Plan, with 3-year annual vesting and an exercise price equal the closing price of the Company's common stock on the date of the appointment (or election). |
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Annually, on the date of the Company’s annual meeting, each non-employee director that is re-elected at the annual meeting will be issued, upon a motion and approval of the Board of Directors, a 10-year option to purchase 15,000 shares of the Company's common stock, under the Company's 2015 Stock Plan, with 3-year annual vesting and an exercise price equal the closing price of the Company's common stock on the date of the annual meeting. |
About moleculin biotech, INC. (NASDAQ:MBRX)
Moleculin Biotech, Inc. is a preclinical and clinical-stage pharmaceutical company. The Company is focused on the development of anti-cancer drug candidates. Its lead drug candidate is liposomal Annamycin, which it refers to as Annamycin, an anthracycline intended for the treatment of relapsed or refractory acute myeloid leukemia (AML). Annamycin is a Phase II clinical-stage anthracycline and liposome formulated anthracycline that has been designed to eliminate cardiotoxicity and avoid the multidrug resistance mechanisms. It has over two other drug development projects in progress, one involving a portfolio of small molecules, which it refers to as the WP1066 Portfolio, focused on the modulation of key oncogenic transcription factors involved in the progression of cancer, and the WP1122 Portfolio, a suite of molecules targeting the metabolic processes involved in cancer in general, and glioblastoma. As of September 30, 2016, it had not generated any revenue from its operations.