POLARITYTE, INC. (NASDAQ:COOL) 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

On March 29, 2019, PolarityTE, Inc. (the “Company”) issued a press release announcing the engagement of Richard Hague as its Chief Operating Officer effective April 8, 2019.

Before joining the Company Mr. Hague, age 58, served as the Chief Commercial Officer of Anika Therapeutics, Inc., which he began in October 2015. From November 2014 to October 2015, Mr. Hague was the Vice President Sales and Marketing at TEI Medical where he was responsible for driving the revenue growth of that corporation’s dermal scaffold product, as well as for the build out of its sales and marketing teams. From 2011 through 2014, Mr. Hague was Vice President Sales, Marketing, and Commercial Operations for Sanofi Biosurgery’s Cell Therapy and Regenerative Medicine group. In this role, Mr. Hague was responsible for the global commercial operations of the group’s products in the orthopedic sports medicine and burn markets. Prior to this, Mr. Hague was the Senior Director and Head of Sales for Genzyme Biosurgery where he headed the U.S. sales team in the orthopedics and sports medicine market. Mr. Hague holds a B.S. in marketing from the University of Connecticut.

The employment agreement with Mr. Hague is for a term of one year beginning April 8, 2019, and automatically renews for successive one-year periods unless either party elects to terminate the agreement by notice to the other party given not less than 30 days prior to the end of the then current term. The annual base salary under the agreement is $370,000 and shall be increased (but may not be decreased) on each anniversary of the date during the employment term by a percentage equal to the greater of (i) a percentage increase determined by the board of directors, or (ii) the annual percentage increase (if any) of the Consumer Price Index for All Urban Consumers. Mr. Hague is eligible for an annual bonus as determined at the discretion of the board of directors, with a target of 50% of the base salary. The Company agreed to pay Mr. Hague a signing bonus of $30,000 in two equal installments on the effective date of the engagement and September 1, 2019. On the effective date of his engagement, Mr. Hague will be granted under the Company’s 2019 Equity Incentive Plan (the “Plan”) (a) an option to purchase 65,000 shares of Company common stock at an exercise price per share equal to the closing price for the Company’s common stock on April 7, 2019, which vests subject to continued employment in 24 equal monthly installments beginning May 8, 2019, and (b) a restricted stock award representing the right to receive a total of 35,000 shares of common stock that vests, subject to continued employment, in four installments every six months beginning on October 8, 2019. Mr. Hague is entitled to participate in the Company’s insurance and benefit plans on the same basis as other employees of the Company.

Current COO and co-founder Ned Swanson, MD, will remain the Company’s Chief Translational Medicine Officer to lead efforts in bringing more PolarityTE pipeline technologies through the development cycle for clinical application.

About POLARITYTE, INC. (NASDAQ:COOL)

PolarityTE, Inc., formerly Majesco Entertainment Company, is a technology company. The Company has developed, marketed, published and distributed software through online platforms. The Company develops applications for gaming on computers, handheld devices and game consoles. The Company is the owner of patent applications and know-how related to regenerative medicine and tissue engineering, as well as software applications used in diagnosis and treatment related to regenerative medicine. It seeks to develop and obtain regulatory approval for technology that will utilize a patient’s own tissue substrates for the regeneration of skin, bone, muscle, cartilage, fat, blood vessels and nerves. Its PolarityTE platform simplifies regeneration and allows cells to function naturally. The platform can be applied across all cells, tissues and composite structures. Its platform induces cell and tissue polarity, and creates functional tissue that mirrors natural development in the human body.