SenesTech, Inc. (NASDAQ:SNES) 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. |
On June 2, 2017, SenesTech, Inc. (SenesTech or the Company)
announced that Andrew Altman has been appointed as the Companys
Chief Operations Officer, with an anticipated start date of June
19, 2017. Mr.Altman will also serve as an Executive Vice
President of the Company. Prior to joining SenesTech, from 2012
to 2017, Mr. Altman was Vice President and General Manager at
Idexx BioResearch, a provider of biological materials testing and
laboratory animal diagnostic instruments and services, a division
of Idexx Laboratories. From 2008 to 2012, he was Vice President
of Thermo Fischer Scientific, where he oversaw manufacturing,
marketing and research and development. From 2005 to 2008, he was
co-founder and president of IT Imaging. Prior to IT Imaging, he
held various sales manager roles with Varian, Inc. and Fision
Instruments (formerly VG Instruments).
Under the terms of an employment letter agreement between
Mr.Altman and the Company dated May 23, 2017, Mr.Altman will
receive an annual base salary of $300,000 and will receive,
within one business day of his start date, a one-time signing
bonus of restricted stock units representing 60,000 shares of
common stock, which will vest on a quarterly basis over a 3-year
period, and will be subject to the terms and conditions of the
Companys 2015 Equity Incentive Plan (the Plan) and standard form
of restricted stock unit agreement. The Company will reimburse
Mr. Altman for moving and moving-related expenses up to $30,000
and for the cost of rental allowance for up to six months
following his start date, up to $2,000 per month. Mr. Altman will
be eligible to receive annual incentive bonus with a target value
equal to 100% of his annual base salary, payable 30% in cash and
70% in restricted stock units or stock options, subject to his
achievement of performance objectives to be determined by the
Companys compensation committee or board of directors. Mr. Altman
will also be eligible to participate in the standard benefits,
vacation and expense reimbursement plans offered to similarly
situated employees, and will enter into the Companys standard
form of indemnification agreement applicable to its directors and
officers.
In the event of a Change in Control (as defined in the Plan), or
upon Mr. Altmans termination by the Company without Cause (as
defined in the Plan) or termination by Mr. Altman for Good Reason
(as defined below), 100% of the unvested portion of all of Mr.
Altmans equity awards (RSUs, options, etc.) shall immediately
vest and be exercisable effective immediately prior to: the
closing of the Change in Control, on the date of Mr. Altmans
termination by the Company without Cause, or the date of
termination by Mr. Altman for Good Reason, as applicable. Good
Reason means Mr. Altmans resignation within thirty (30) days
following expiration of any Company cure period (discussed below)
following the occurrence of one or more of the following, without
Mr. Altmans written consent: (a) a material reduction in Mr.
Altmans annual base salary, bonus, or other benefits previously
provided by the Company to Mr. Altmans employment letter
agreement or otherwise; (b) a material diminution of Mr. Altmans
job duties or responsibilities; or (c) a change in the location
of Mr. Altmans employment of more than fifty (50) miles. Mr.
Altman will not resign for Good Reason without first providing
the Company with written notice of the acts or omissions
constituting the grounds for Good Reason within ninety (90) days
of the initial existence of the grounds for Good Reason and a
reasonable cure period of not less than thirty (30) days
following the date of such notice (during which the grounds have
not been cured).
A copy of the Companys press release dated June 2, 2017
announcing Mr.Altmans appointment is filed with this report as
Exhibit 99.1, and is incorporated herein by reference.
| Item9.01 | Financial Statements and Exhibits. |
| (d) | Exhibits. |
|
ExhibitNo. |
Description | |
| 99.1 | Press release dated June 2, 2017 | |
About SenesTech, Inc. (NASDAQ:SNES)
SenesTech, Inc. is a platform biotechnology company. The Company is engaged in developing a technology for managing animal pest populations through fertility control. Its approach is designed to manage food security and manage infrastructure damage, disease outbreaks, environmental contamination and other costs associated with rodent infestations. Its fertility control product candidate, ContraPest, will be marketed for use in controlling rat populations. ContraPest targets the reproductive capabilities of rodents by inducing the gradual loss of eggs in female rodents and disruption of sperm in male rodents, resulting in contraception that can progress to sterility in both females and males. The Company applies its technology to manage rats in urban and agricultural settings. It has a pipeline of fertility control and animal health products, which include ContraPest, Plant-based fertility control, Feral animal fertility control, Boar taint, and Non-Surgical Spay and Neutering. SenesTech, Inc. (NASDAQ:SNES) Recent Trading Information
SenesTech, Inc. (NASDAQ:SNES) closed its last trading session 00.00 at 6.07 with 13,914 shares trading hands.
