OCULAR THERAPEUTIX,INC. (NASDAQ:OCUL) 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.
Resignation of Eric Ankerud
On July31, 2017 (the “Transition Date”), Ocular Therapeutix,Inc. (the “Company” or “Ocular Therapeutix”) entered into a transition, separation and release of claims agreement (the “Transition Agreement”), to which Eric Ankerud resigned from his role as Executive Vice President, Regulatory, Quality and Compliance of the Company, effective immediately. Mr.Ankerud will continue to serve as an at-will employee of the Company in the capacity of Senior Advisor from the Transition Date until October31, 2017 or such earlier date as may be mutually agreed upon by the Company and Mr.Ankerud (such date, the “Separation Date,” and such period, the “Transition Period”). During the Transition Period, Mr.Ankerud will receive a base salary of approximately $30,443 per month, an amount equal to his base salary immediately prior to the Transition Date, and will remain eligible to participate in the Company’s benefits plans ( to the terms and conditions of such plans). Mr.Ankerud will resign from his employment with the Company as of the Separation Date.
On the Transition Date, the Company and Anchor Biotech Consulting, LLC, a biotechnology consulting firm owned by Mr.Ankerud (“Anchor”), also entered into a consulting agreement (the “Consulting Agreement”), effective as of the Separation Date, to which Mr.Ankerud has agreed to provide consulting and advisory services to the Company for the period beginning on the Separation Date and ending on the one-year anniversary of the Transition Date (the “Separation Period”).
Under the Transition Agreement, Mr.Ankerud will be entitled to separation benefits during the Separation Period in the form of continuation of his base salary in the same amount in effect as of the Transition Date and the payment of monthly premiums for healthcare and/or dental coverage (collectively, the “Separation Benefits”). The Transition Agreement also provides for, among other things, a release of claims by Mr.Ankerud and ongoing non-solicitation, non-competition, non-disclosure and non-disparagement obligations applicable to Mr.Ankerud and non-disparagement obligations applicable to the Company.
During the Separation Period, neither Anchor nor Mr.Ankerud will receive any compensation other than the Separation Benefits and the reimbursement of expenses for services provided under the Consulting Agreement. After the Separation Period has ended, the Company will pay Anchor consulting fees on an hourly fee-for-service basis for any additional consulting services provided. The Consulting Agreement may be terminated (i)by the Company if Anchor materially breaches the Consulting Agreement, subject to notice and cure provisions; (ii)by the Company if Mr.Ankerud materially breaches the Transition Agreement, subject to notice and cure provisions; (iii)by Anchor if the Company materially breaches the Consulting Agreement or the Transition Agreement, subject to notice and cure provisions; or (iv)at any time upon the mutual written consent of the parties.
During the Transition Period and the Separation Period, provided that Mr.Ankerud continues to provide services to the Company, the outstanding stock options previously granted to Mr.Ankerud by the Company will continue to vest and be exercisable in accordance with the applicable equity plans and stock option agreements.
In connection with Mr.Ankerud’s transition, Daniel M. Bollag joined the Company as Senior Vice President, Regulatory Affairs, Pharmacovigilance and Quality on the Transition Date.
Item 9.01. Financial Statements and Exhibits.
(d) The exhibits to this Current Report on Form8-K are listed in the ExhibitIndex attached hereto.
