RIGEL PHARMACEUTICALS,INC. (NASDAQ:RIGL) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

ME Staff 8-k

7 years ago

RIGEL PHARMACEUTICALS,INC. (NASDAQ:RIGL) 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.

(e)

On January24, 2018, the Compensation Committee (the “Compensation Committee”) of the Board of Directors (the “Board”) of Rigel Pharmaceuticals,Inc. (the “Company”) approved the following 2018 cash bonus targets for the Company’s named executive officers, which are target percentages based on each participant’s base salary:

Name	Title	2018Bonus Target
Raul Rodriguez	President and Chief Executive Officer		%
Dolly Vance	Executive Vice President, Corporate Affairs, General Counsel and Secretary		%
Anne-Marie Duliege	Executive Vice President, Chief Medical Officer		%
Eldon Mayer	Executive Vice President, Chief Commercial Officer		%

The bonuses for each named executive will be based on approval of the New Drug Application for fostamatinib in patients with chronic immune thrombocytopenia.

On January24, 2018, the Compensation Committee also adopted an Executive Severance Plan (the “Executive Severance Plan”). The Executive Severance Plan provides severance benefits to certain employees of the Company serving as “Executive Officers” (as defined in 3b-7 of the General Rulesand Regulations promulgated under the Securities Exchange Act of 1934, as amended, and qualifying for treatment as an officer under Section16 of the Securities Exchange Act of 1934, as amended) at the time of termination (the “Eligible Employees”), at the time he or she suffers an involuntary termination without Cause or a resignation with Good Reason (each as defined in the Executive Severance Plan) either before or more than 18 months after a Change of Control of the Company (as defined in the Executive Severance Plan), as described in more detail below.

In the event that an Eligible Employee suffers a Non-Change of Control Qualifying Termination (“Non-COC Qualifying Termination”), and provided that the Eligible Employee timely executes a general release of claims against the Company and allows it to become effective, the Eligible Employee will receive as severance the following benefits:

· Cash Severance Benefit — The Eligible Employee shall be entitled to receive continuing base salary payments for a certain period (the “Administration Term”) which will equal the amount which would be paid for the period (the “Severance Period”) as set forth below.

TitleatTermination	SeverancePeriod
Chief Executive Officer	18 months
Executive Vice President or Senior Vice President	12 months
Vice President	9 months

· Continued Group Health Plan Benefits — In the event the Eligible Employee timely elects continued coverage of a health, dental or vision plan sponsored by the Company under the Consolidated Omnibus Budget Reconciliation Act of 1985 (“COBRA”), the Company will pay the for the Eligible Employee’s premiums for COBRA continuation coverage (including coverage for the Eligible Employee’s eligible dependents), for up to the Severance Period, or such earlier date as the Eligible Employee or his or her dependents cease to be eligible for such coverage.

· Vesting — The vesting and exercisability of all then-outstanding equity awards held by the Eligible Employee upon the last day of employment, will occur over the Administration Term in the amount which would have vested during the Severance Period, and, performance-based equity awards, will vest and become exercisable provided the performance goal is ultimately achieved within the applicable Period to Exercise (as defined below).

· Extended Period to Exercise Options — The Eligible Employee may exercise his or her then-outstanding stock options up until the earlier of the original end of the term of such option (generally 10 years from the date of grant) or the end of the periods listed below (the “Period to Exercise”).

TitleatTermination	Period to Exercise
Chief Executive Officer	30 months
Executive Vice President or Senior Vice President	24 months
Vice President	21 months

The foregoing description is only a summary of the Executive Severance Plan and is qualified in its entirety by the Executive Severance Plan, which will be filed as an exhibit to the Company’s Quarterly Report on Form10-Q for the period ending on March31, 2018.

About RIGEL PHARMACEUTICALS,INC. (NASDAQ:RIGL)
Rigel Pharmaceuticals, Inc. is a clinical-stage biotechnology company. The Company is engaged in the discovery and development of targeted drugs in the therapeutic areas of immunology, oncology and immuno-oncology. The Company’s clinical programs include fostamatinib, an oral spleen tyrosine kinase (SYK) inhibitor, which is in Phase III clinical trials for immune thrombocytopenic purpura (ITP); a Phase II clinical trial for autoimmune hemolytic anemia (AIHA), and a Phase II clinical trial for IgA nephropathy (IgAN). It has approximately two oncology product candidates in Phase I development. The Company is also engaged in conducting research in the disease areas of inflammation/immunology, and muscle wasting/muscle endurance, among others. Its product pipeline includes R348, which is a topical ophthalmic Janus kinase (JAK)/SYK inhibitor. The R348 product candidate is in Phase II clinical trials for the treatment of dry eye in patients with ocular graft-versus-host disease (GvHD).