pSivida Corp. (NASDAQ:PSDV) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
Item5.02.
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Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
Appointment of Director
On June27, 2017, the Board of Directors (the Board) of pSivida
Corp. (the Company) increased the number of directors of the
Board to seven and appointed Kristine Peterson to serve as a
director and as a member of the Governance and Nominating
Committee and the Audit and Compliance Committee of the Board.
Ms.Peterson has extensive pharmaceutical experience, having
served as the Chief Executive Officer of Valeritas (2009-2016), a
publicly-traded commercial-stage medical technology company
focused on improving health and simplifying life for people with
diabetes. She was also Company Group Chair of Johnson Johnsons
biotech groups (2006-2009), where she oversaw the research,
development, manufacturing and commercialization of oncology,
immunology, and other biotechnology therapeutics.
In accordance with the Companys current non-executive director
compensatory arrangements, Ms.Peterson received an initial grant,
subject to shareholder approval in accordance with Australian
Securities Exchange Listing Rules, of an option to purchase
40,000 shares of the Companys common stock, which will vest and
become exercisable in three equal installments on the first,
second and third anniversaries of grant.
There is no
arrangement or understanding between Ms.Peterson and any other
person to which Ms.Peterson was elected as a director. Except as
described herein, there are no existing or currently proposed
transactions to which the Company or any of its subsidiaries is a
party and in which Ms.Peterson has a direct or indirect material
interest.
A copy of the
Press release announcing Ms.Petersons appointment is attached
hereto as Exhibit 99.1 and is incorporated herein by
reference.
Short Term
Incentive Plan
On June 27, 2017,
the Compensation Committee of the Board (the Compensation
Committee) adopted a Short Term Incentive Plan (the STIP), which
sets forth the terms of cash incentive bonus opportunities for
employees of the Company. The STIP is designed to provide a
short-term cash incentive opportunity to the Companys executive
officers and employees for the achievement of specific corporate
and individual performance goals during each applicable plan
year.
Under the STIP,
participating employees are eligible to receive cash bonus awards
that are determined based on the achievement of weighted
performance measures consisting of the achievement of certain
corporate goals for the applicable plan year and an evaluation of
individual performance measured against pre-established
individual performance goals for the applicable plan year. The
Companys Chief Executive Officer recommends corporate goals for
the applicable plan year and such goals are reviewed and approved
by the Compensation Committee.
The foregoing
description of the STIP is not complete and is qualified in its
entirety by reference to the STIP, which is attached hereto as
Exhibit 10.1, and is incorporated herein by reference.
Item9.01 |
Financial Statements and Exhibits. |
(d)
Exhibits
| ExhibitNo. | Description | |
| 10.1 | pSivida Short Term Incentive Plan. | |
| 99.1 | Press Release dated June28, 2017. |
pSivida Corp. ExhibitEX-10.1 2 d418505dex101.htm EX-10.1 EX-10.1 Exhibit 10.1 pSivida Short Term Incentive Plan Purpose pSividas Short Term Incentive (STI) Plan (the Plan) is designed to drive the achievement of Corporate Performance by providing employees the opportunity to receive discretionary Short Term Incentive Awards at the Compensation Committees discretion,…To view the full exhibit click here About pSivida Corp. (NASDAQ:PSDV)
pSivida Corp. develops drug delivery products primarily for the treatment of chronic eye diseases. The Company operates through the biotechnology sector segment. The Company has developed three products for treatment of back-of-the-eye diseases, which include Medidur for posterior segment uveitis, its lead product candidate that is in pivotal Phase III clinical trials; ILUVIEN for diabetic macular edema (DME), its lead licensed product that is sold in the United States and European Union (EU) countries, and Retisert. Medidur is designed to treat chronic non-infectious uveitis affecting the posterior segment of the eye (posterior segment uveitis). ILUVIEN is an injectable micro-insert that provides treatment of DME from a single injection. Retisert is an implant that provides treatment of posterior segment uveitis. Its product development program is focused on utilizing its two technology platforms, Durasert and Tethadur, to deliver drugs and biologics to treat chronic diseases.