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 OfficersItem 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On November 28, 2018, Peter Barton Hutt resigned as a director of Selecta Biosciences, Inc. (the “Company”).
On November 30, 2018, Werner Cautreels, Ph.D. retired from his position as President and Chief Executive Officer of the Company. In connection with his retirement, Dr. Cautreels entered into a separation agreement and release (the “Separation Agreement”) with the Company to which Dr. Cautreels will receive the severance payments and benefits described in his existing employment agreement with the Company, subject to and in accordance with the previously disclosed terms of his employment agreement, except that (i) in lieu of base salary continuation for a period of 12 months, Dr. Cautreels will receive a cash payment equal to $237,000, payable in equal installments over the 6-month period beginning December 1, 2018 and (ii) in lieu of a prorated portion of his annual bonus for calendar year 2018, Dr. Cautreels will receive 50% of his annual bonus for 2018 based on actual performance as determined by the board of directors of the Company (the “Board”). In addition, the Company will pay the premiums to continue Dr. Cautreels’ health and long-term care coverage for 12 months. Dr. Cautreels will continue to serve on the Board until December 31, 2018 or his earlier removal or resignation.
The Company also entered into a consulting agreement with Dr. Cautreels (the “Consulting Agreement”) to which Dr. Cautreels will provide consulting and advisory services to the Company until November 30, 2019. The Consulting Agreement may be terminated earlier by either party for a material breach of the agreement or by the Company for any or no reason. Dr. Cautreels will not receive additional compensation under the Consulting Agreement for performing any consulting services, except that any equity or equity-based compensation awards of the Company held by Dr. Cautreels will continue to vest and, if applicable, become exercisable in accordance with their terms during the term of the Consulting Agreement. In addition, as approved by the Board, Dr. Cautreels’ options to purchase shares of the common stock of the Company that are outstanding, vested and exercisable as of the expiration of the term of the Consulting Agreement will remain outstanding and exercisable for 180 days following such expiration, provided that, in no event will any option be exercisable after the final expiration date of the option and each option will remain subject to earlier termination in connection with a corporate transaction or event in accordance with the documents governing such option.
The description of the Separation Agreement is qualified in its entirety by reference to the full text of the Separation Agreement, a copy of which is filed as Exhibit 10.1 to this report and incorporated herein by reference, and the description of the Consulting Agreement is qualified in its entirety by reference to the full text of the Consulting Agreement, a copy of which is filed as Exhibit 10.2 to this report and incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits.
SELECTA BIOSCIENCES INC ExhibitEX-10.1 2 exhibit101cautreelsseparat.htm EXHIBIT 10.1 Exhibit Separation Agreement and ReleaseThis Separation Agreement and Release (“Agreement”) is made by and between Werner Cautreels,…To view the full exhibit click
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.