SONOMA PHARMACEUTICALS, INC. (NASDAQ:SNOA) 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

5 years ago

SONOMA PHARMACEUTICALS, INC. (NASDAQ:SNOA) 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

Employment Agreement with our Interim Chief Executive Officer

On October 11, 2019, we entered into an employment agreement with Amy Trombly, our Interim Chief Executive Officer. The agreement is effective as of September 25, 2019, the date of her appointment and has a term of three months, subject to mutual extension by one-month increments. We agreed to pay Ms. Trombly a base salary of $25,000 per month, which will include legal services Ms. Trombly has traditionally provided to the Company, and to provide standard medical, dental and vacation benefits. Certain legal services not provided by Ms. Trombly will continue to be billed by Trombly Business Law, PC. The Board also agreed that during her time as Interim Chief Executive Officer, Ms. Trombly may continue to represent other clients in her role as attorney. The employment agreement may be terminated by us upon ten days’ written notice or by Ms. Trombly upon thirty days’ written notice at any time and for any reason. Upon termination of employment, Ms. Trombly will be entitled to the accrued amounts and shall have no further rights to any compensation or any other benefits from Sonoma.

The Board has initiated a search for a CEO with deep industry experience and expects to transition to a new CEO in the upcoming months.

Employment Agreement with our Chief Financial Officer

On October 11, 2019, we entered into an employment agreement with John Dal Poggetto, our Chief Financial Officer. The agreement is effective as of September 25, 2019, the date of his appointment. The terms of the employment agreement provide for an annual salary of $230,000 and an annual bonus amount not to exceed 40% of his base salary to be determined by the Compensation Committee in its sole discretion. He will also receive an equity award in the amount of $100,000 as a signing bonus. The further details of such signing bonus award shall be determined by the Compensation Committee at a later date. Mr. Dal Poggetto also receives certain benefits, such as participation in our health and welfare plans, vacation, and reimbursement of expenses.

The employment agreement provides certain separation benefits in the event of termination without cause or resignation by Mr. Dal Poggetto for good reason, as such terms are defined in the employment agreement. In the event Mr. Dal Poggetto is terminated without cause or resigns for good reason, he is entitled to:

Departure of Director

On October 8, 2019, Mr. Frederick Sandford notified our Board of Directors of his intention to resign as a director, effective immediately. We thank him for his service, and we wish him the best in his future endeavors.

The foregoing descriptions of the employment agreements are not complete and are qualified in their entirety by reference to the full text of the employment agreements, copies of which are filed herewith as Exhibit 10.1 through 10.2 to this Current Report on Form 8-K and is incorporated herein by reference.

10.1	Employment Agreement between Sonoma Pharmaceuticals, Inc. and Amy Trombly, effective September 25, 2019.
10.2	Employment Agreement between Sonoma Pharmaceuticals, Inc. and John Dal Poggetto, effective September 25, 2019.

Sonoma Pharmaceuticals, Inc. Exhibit
EX-10.1 2 sonoma_ex1001.htm EMPLOYMENT AGREEMENT – TROMBLY Exhibit 10.1 EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT (this “Agreement”) is entered into by and between Amy Trombly (the “Executive”),…
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About SONOMA PHARMACEUTICALS, INC. (NASDAQ:SNOA)

Sonoma Pharmaceuticals, Inc., formerly Oculus Innovative Sciences, Inc., is a specialty pharmaceutical company that develops and markets solutions for the treatment of dermatological conditions and advanced tissue care. The Company’s product portfolio consists of dermatology and advanced tissue care products based upon its technologies, such as Microcyn and Lipogrid. Microcyn is a small-molecule oxychlorine compound with antimicrobial and anti-inflammatory properties that, in clinical settings, reduces itch and pain associated with dermal irritations and wounds, such as sores, injuries and ulcers of dermal tissue. Lipogrid Technology contains selected lipids and a lipid precursor designed to penetrate the bilayers of the skin by blending with the natural lipid building blocks. Its products serve over five million patients across the globe by reducing infections, itch, pain, scarring and inflammatory responses. Its products are sold throughout the United States and internationally.