Northwest Biotherapeutics, Inc. (OTCMKTS:NWBO) Files An 8-K Unregistered Sales of Equity Securities
|Unregistered Sales of Equity Securities|
On June 13, 2017, Northwest Biotherapeutics, Inc. (the Company)
granted options (the Options) to acquire shares of the Companys
common stock (the Shares) to Dr. Marnix Bosch, the Chief
Technical Officer of the Company, and Dr. Alton Boynton, the
Chief Scientific Officer of the Company, the two senior
scientific leaders of the Company.
Dr. Bosch received Options exercisable for 7,940,182 Shares and
Dr. Boynton received Options exercisable for 3,402,935 Shares.
The Company did not make any awards to any personnel other than
Dr. Bosch and Dr. Boynton.
The Options are exercisable at a price of $0.25 per share, and
have a 5-year exercise period. The Options were granted to the
Second Amended and Restated Northwest Biotherapeutics, Inc. 2007
Stock Plan (the Equity Plan).
The Equity Plan provides for awards of various types of equity
securities (including common stock, restricted stock units,
options and/or other derivative securities) to employees and
directors of the Company.
The Options granted to Dr. Bosch and Dr. Boynton are subject to
vesting requirements. 50% of the Options vested on the grant
date, and 50% will vest over a 24-month period in equal monthly
installments, provided that the recipient continues to be
employed by the Company. The unvested portions of the Options are
subject to accelerated vesting upon (i) a change of effective
control of the Company, (ii) the filing of the first Biologics
License Application or other application for product approval in
any jurisdiction, (iii) completion of any randomized clinical
trial that meets its endpoint(s) (Phase II or Phase III), (iv)
decision by the Board, in its discretion or (v) the death of the
The securities referred to herein were issued without
registration to the exemption provided by Section 4(a)(2) under
the Securities Act of 1933, as amended.
Departure of Directors or Certain Officers; Election
of Directors; Appointment of Certain Officers; Compensatory
Arrangements of Certain Officers.
The information provided in Item 3.02 is incorporated by
About Northwest Biotherapeutics, Inc. (OTCMKTS:NWBO)
Northwest Biotherapeutics, Inc. is a biotechnology company. The Company is focused on developing immunotherapy products to treat cancer. One of the product lines (DCVax-L) is designed to cover all solid tumor cancers in which the tumors can be surgically removed. Another product line (DCVax-Direct) is designed for all solid tumor cancers. The Company’s lead product, DCVax-L, is in an ongoing Phase III trial for diagnosed Glioblastome multiforme (GBM), with over 60 trial sites. Its second product, DCVax-Direct, is being studied in a 60-patient Phase I/II trial for all types of inoperable solid tumors. The 40-patient Phase I stage of the trial has been completed. The Company is working on preparations for Phase II trials of DCVax-Direct. The Company’s platform technology, DCVax, uses activated dendritic cells to mobilize a patient’s own immune system, including T cells, B cells and antibodies and natural killer cells, among others to attack cancer cells to attack their cancer.