Oragenics, Inc. (NYSEMKT:OGEN) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
Item 5.02. DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION
OF DIRECTORS; APPOINTMENT OF CERTAIN OFFICERS; COMPENSATORY
ARRANGEMENTS OF CERTAIN OFFICERS.
(e) |
Compensatory Arrangements of Certain Officers. |
Award of Stock Options.
Executive Officer Awards. June22, 2017, the
Compensation Committee and Board of Directors approved various
awards to employees, which included awards to each of Dr.Joslyn,
Mr.Sullivan and Dr.Handfield, of options to purchase 140,000,
175,000 and 140,000, respectively, of shares of Company common
stock under the Companys 2012 Equity Incentive Plan at an
exercise price of $0.37 per share, the closing price on the
June22, 2017, the date of grant. The options are subject to
time-based vesting in equal annual installments over a three-year
period on the first, second and third anniversaries of the date
of the grant, provided that the recipient remains employed with
the Company through the vesting dates. The stock option awards
are subject to the standard terms and conditions of the Companys
form of stock option agreement which includes earlier vesting
upon a change in control of the Company. A delayed exercisability
provision upon separation from service for a two-year post
separation period was added.
Non-Employee Director Equity Awards. Also on
June22, 2017, in connection with and in furtherance of Directors
Compensation program, the Board approved stock option awards in
the amount of 140,000, to each of the Companys non-employee
directors, Frederick Telling, Charles Pope, Alan Dunton and
Robert Koski under the Companys 2012 Equity Incentive Plan at an
exercise price of $0.37 per share, the closing price on the
June22, 2017, the date of grant. The non-employee director awards
of 140,000 shares, consisted of 80,000 shares provided as part of
the annual awards under the Director Compensation program and a
separate additional discretionary award of 60,000 shares made to
each director in connection with their service to the Company.
The options are subject to vesting on the first anniversary of
the date of the grant, provided that the recipient remains a
director of the Company through the vesting date. The stock
option awards are subject to the standard terms and conditions of
the Companys form of director stock option agreement which
include earlier vesting upon a change in control of the Company.
A delayed exercisability provision upon separation from service
for a two-year post separation period was added.
Minimum dollar value stock ownership holding
requirements. Each executive officer and non-employee
director receiving the above equity based awards will also be
subject to a minimum dollar value stock ownership holding
requirement with respect to the awards received as well as all
prior equity awards under the 2012 Equity Incentive Plan which
requirements are intended to align the ability to sell shares
with the performance of the Companys stock price. The above named
executive officer recipients will each have a minimum dollar
value stock ownership holding requirement threshold equal to two
times (2x) their then base salaries below which dollar threshold
they would be precluded from selling any shares of Company stock
obtained from the Company under its 2012 Equity Incentive Plan.
Also, the above non-employee directors will each be subject to a
minimum dollar value stock ownership holding requirement
threshold equal to six times the annual Board retainer ($270,000)
below which dollar threshold they would be precluded from selling
shares of Company stock acquired from the Company under its 2012
Equity Incentive Plan.
About Oragenics, Inc. (NYSEMKT:OGEN)
Oragenics, Inc. develops, markets and sells probiotics specifically designed to enhance oral health for humans and pets, under the brand names Evora and ProBiora. The Company is focused on offering antibiotics against infectious disease and on developing treatments for oral mucositis. It is engaged in developing its antibiotic product candidate, MU1140, as well as other homolog antibiotic product candidates; researching AG013 in connection with the treatment of Oral Mucositis; commercializing its ProBiora3 probiotic products, and has other product candidates for out licensing or partnering. MU1140 is an antibiotic that is produced by the parent of the SMaRT strain. ProBiora3 is a blend of three naturally occurring strains of beneficial bacteria, including Streptococcus oralis KJ3, Streptococcus uberis KJ2 and Streptococcus rattus JH145. LPT3-04 is a compound, which is consumed in the human diet in small amounts and results in dose-dependent weight loss in experimental animal models. Oragenics, Inc. (NYSEMKT:OGEN) Recent Trading Information
Oragenics, Inc. (NYSEMKT:OGEN) closed its last trading session up +0.010 at 0.410 with 31,267 shares trading hands.