• SEC Filings

Appointment of Principal Accounting Officer

On April11, 2018, the Board appointed Andrew J. Novak as the Company’s Vice President and Chief Accounting Officer and as the Company’s principal accounting officer, effective immediately.

Mr. Novak, age 36, has served as the Company’s Director of Financial Reporting and Analysis since June 2016 and Senior Director of Financial Reporting and Analysis since March 2018. From June 2014 until March 2016, Mr.Novak served as Director of Financial and SEC Reporting for Scynexis, Inc., a biotechnology company. Prior to joining Scynexis, Inc., Mr. Novak served as an Audit Manager at Deloitte & Touche from September 2005 to October 2012 and as a Technical Manager, Accounting & Audit Publications for the American Institute of Certified Public Accountants from October 2012 to June 2014. Mr.Novak is a certified public accountant and holds both a Bachelor of Science in Business Administration, Finance and a Master of Science in Accountancy from the University of North Carolina at Wilmington.

There are no arrangements or understandings between Mr.Novak and any other persons to which he was appointed as an officer of the Company, he has no family relationships with any of the Company’s directors or executive officers, and he is not a party to, and he does not have any direct or indirect material interest in, any transaction requiring disclosure under Item 404(a) of RegulationS-K.

Employment Arrangement with Jeff N. Hunter

Effective April 15, 2018, the Company entered into an employment agreement with Jeff N. Hunter (the “Employment Agreement”). to the Employment Agreement, Mr. Hunter serves as the Company’s Executive Vice President and Chief Business Officer, receives an annual base salary of $350,000, is eligible to receive an annual performance-based bonus with a target bonus equal to 35% of his base salary and is eligible to receive at the sole discretion of the Board, an annual equity award. The Employment Agreement also provides Mr. Hunter with eligibility to participate in standard benefit plans as well as an executive life insurance plan and reimbursement of reasonable business expenses.

In the event of Mr. Hunter’s “separation from service” by the Company without “cause” or by Mr. Hunter for “good reason,” each as defined in the Employment Agreement, then in addition to any accrued amounts and subject to Mr. Hunter timely delivering an effective release of claims in the Company’s favor, Mr. Hunter will be entitled to receive (i)payment of an amount equal to 12months of his base salary, paid in installments over 12months in accordance with standard payroll practices, (ii)reimbursement of Mr. Hunter’s applicable COBRA premiums for up to 18months after the separation date, (iii) vesting of any time-based options that would have vested during the calendar year but for the termination, provided that they are exercised within 90 days of the termination date and (iv) payment of any bonus earned from a prior calendar year but not yet paid, to be paid in a lump sum, less applicable withholdings. Upon separation from service by Mr. Hunter other than for good reason or due to death or disability, or by the Company for cause, Mr. Hunter will not be entitled to any additional compensation beyond any accrued amounts.

Notwithstanding the foregoing, the Employment Agreement further provides that, in the event such separation from service of Mr. Hunter by the Company without cause or by Mr. Hunter for good reason within 6 months after the occurrence of a “change in control” as defined in the Employment Agreement, all of Mr. Hunter’s unvested stock options will vest and become immediately exercisable.

The foregoing description of the Employment Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the Employment Agreement, a copy of which is filed as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated herein by reference.

EXHIBIT INDEX

Novan, Inc. Exhibit
EX-10.1 2 novn-ex101_6.htm EX-10.1 novn-ex101_6.htm Exhibit 10.1 EMPLOYMENT AGREEMENT   This Employment Agreement (the “Agreement”) is entered into as of April 15,…
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About Novan, Inc. (NASDAQ:NOVN)

Novan, Inc. is a late-stage pharmaceutical company. The Company is engaged in the development and commercialization of therapies using its nitric oxide platform. The Company develops product candidates using its Nitricil technology, which enables the Company to engineer tunable new chemical entities (NCEs). The Company’s formulation science enables it to further tune the release of nitric oxide when applied to the skin by using the combinations of inactive ingredients. It is developing SB204 for the treatment of acne vulgaris in Phase III. The Company is developing its product candidate, SB206, for the treatment of external genital and perianal warts in Phase II. It is developing SB208, an investigational topical anti-fungal for the treatment of fungal infections of the skin and nails. It is developing SB204 for the treatment of inflammatory skin diseases. Its pipeline also includes SB414, a topical cream product candidate.