SELECTA BIOSCIENCES, INC. (NASDAQ:SELB) 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.
On September 4, 2019, Selecta Biosciences, Inc. (the “Company”) announced that the Board of Directors (the “Board”) of the Company has appointed Bradford D. Dahms as the Company’s Chief Financial Officer, effective upon the commencement of Mr. Dahms’ full-time employment with the Company, which occurred on September 3, 2019 (the “Effective Date”). Mr. Dahms will serve as the Company’s principal financial officer and its principal accounting officer, effective as of the Effective Date. Ann K. Donohue resigned from her duties as the Company’s principal financial officer and principal accounting officer, effective as of the Effective Date, and will continue to serve as the Company’s Controller moving forward.
Prior to joining the Company, Mr. Dahms, age 31, served as Senior Vice President – Healthcare Investment Banking at Cantor Fitzgerald & Co. since April 2014. He also served as an analyst at RBC Capital Markets from 2012 to 2014, and at JPMorgan Chase & Co. from 2010 to 2012. Mr. Dahms holds a Bachelor of Science degree in economics from The Ohio State University.
On August 12, 2019, the Company entered into an employment agreement with Mr. Dahms for an unspecified term that commenced on the Effective Date. Under the terms of the employment agreement, Mr. Dahms will receive an annual base salary of $350,000 and will be eligible for an annual performance bonus targeted at 40% of his annual base salary, which for 2019 will be pro-rated for the time Mr. Dahms serves as an employee of the Company. Mr. Dahms is also entitled to receive (i) a one-time signing bonus of $50,000, (ii) reimbursement for up to 12 months for the costs of travel and commuting expenses incurred in performing his duties for the Company, up to a maximum amount of $6,100 per month, and (iii) direct payment of, or reimbursement for, up to $75,000 in moving expenses incurred in connection with his relocation to the greater Boston, Massachusetts area.
If Mr. Dahms’ employment is terminated without “cause” or he resigns for “good reason,” as the terms are defined in his employment agreement, he will be entitled to receive, subject to his continued compliance with a separate restrictive covenant agreement and timely executing a separation and release agreement with the Company that includes non-competition covenants, (i) continued base salary payments for a period of 12 months following his termination, (ii) a pro-rata portion of his annual bonus for the year of termination, based on actual performance or, if the termination occurs during the first quarter of the calendar year, based on his target bonus, and (iii) direct payment of, or reimbursement for, continued medical, dental and/or vision coverage to COBRA for up to 12 months. In addition, if the termination occurs within the 60 days preceding or 12 months following a change in control, Mr. Dahms is entitled to receive accelerated vesting of any of his unvested Company equity awards that vest solely based on the passage of time. The Company must provide Mr. Dahms 35 days’ notice, or pay in lieu of notice, in the event the Company terminates him for any reason other than cause.
Mr. Dahms has also agreed to refrain from (i) engaging in competition with the Company while employed and following his termination of employment other than due to a layoff or by the Company without cause for a period of 12 months, (ii) soliciting customers, suppliers, vendors or other business partners of the Company while employed and for a period of 12 months following his termination of employment for any reason, and (iii) soliciting employees of the Company while employed and for a period of 18 months following his termination for any reason.
to his employment agreement, Mr. Dahms was also granted an option to purchase 400,000 shares of common stock. The option will vest over a four-year period, with 25% vesting 12 months from the Effective Date and the remaining 75% vesting in 36 equal monthly installments thereafter.
The Company granted Mr. Dahms’ stock option under the Selecta Biosciences, Inc. 2018 Employment Inducement Incentive Award Plan, which was adopted by the Board on September 25, 2018 without stockholder approval to Rule 5635(c)(4) of the Nasdaq Stock Market LLC listing rules.
Also in connection with his appointment as Chief Financial Officer, Mr. Dahms has entered into the Company’s standard form of indemnification agreement for executives.
About SELECTA BIOSCIENCES, INC. (NASDAQ:SELB)
Selecta Biosciences, Inc. is a clinical-stage biopharmaceutical company. The Company using its synthetic vaccine particle (SVP) technology to discover and develop targeted therapies that are designed to modulate the immune system to treat rare and serious diseases. The Company is engaged in the research and development of nanoparticle immunomodulatory drugs for the treatment and prevention of human diseases. The Company’s product candidates are in development. The Company’s SVP technology encapsulates an immunomodulator in biodegradable nanoparticles to induce antigen-specific immune tolerance to mitigate the formation of anti-drug antibodies (ADAs) in response to life-sustaining biologic drugs. The Company’s technology allows for the design of SVP therapies that can stimulate immune responses against a range of relevant antigens. Its initial immune-stimulating product candidate is a synthetic vaccine against nicotine for the market of smoking cessation and relapse prevention.
An ad to help with our costs