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

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

As previously announced, at the beginning of 2019 we began to carefully evaluate our business with the goal of achieving and sustaining profitability. As part of this process, we are consolidating most of our corporate functions in our offices in Woodstock, Georgia. In May, we closed our offices in the Seattle, Washington area. As part of this consolidation, on May 29, 2020, Dr. Robert Northey was released as our Executive Vice President of Research and Development. Dr. Northey has agreed to stay on as a consultant to provide continuity in our research and development activities. Dr. Northey has been a critical contributor to many of our product development activities and we thank him for all of his services over the last 17 years. We look forward to ongoing collaboration.

In connection with Dr. Northey’s termination we entered into a separation and release agreement. to the agreement Dr. Northey will receive $204,000 in cash as a separation payment plus $26,600 for accrued paid time off. We will continue to reimburse Dr. Northey for his health care expenses for him and his dependents for twelve months should he so elect. All outstanding time-based equity-based compensation awards granted to Dr. Northey during his employment shall become fully vested and remain exercisable for the remainder of their full term.

On May 30, 2020, we entered into a consulting agreement with Dr. Robert Northey. to the terms of the agreement, Dr. Northey will provide consulting and advisory services in order to assist with the transition to a new research and development department. We will pay Dr. Northey a fee of $200 per hour.

This report contains forward-looking statements. Forward-looking statements include, but are not limited to, statements that express our intentions, beliefs, expectations, strategies, predictions or any other statements related to our future activities or future events or conditions. These statements are based on current expectations, estimates and projections about our business based, in part, on assumptions made by management. These statements are not guarantees of future performances and involve risks, uncertainties and assumptions that are difficult to predict. Therefore, actual outcomes and results may differ materially from what is expressed or forecasted in the forward-looking statements due to numerous factors, including those risks discussed in our Annual Report on Form 10-K and in other documents that we file from time to time with the SEC. Any forward-looking statements speak only as of the date on which they are made, and we do not undertake any obligation to update any forward-looking statement to reflect events or circumstances after the date of this report, except as required by law.

Item 9.01        Financial Statements and Exhibits.

10.1 Separation and Release Agreement between the Company and Dr. Robert Northey, dated May 29, 2020.
10.2 Consulting Agreement between the Company and Dr. Robert Northey, dated May 30, 2020.


Sonoma Pharmaceuticals, Inc. Exhibit
EX-10.1 2 sonoma_ex1001.htm SEPARATION AND RELEASE OF CLAIMS AGREEMENT Exhibit 10.1   Separation and Release of Claims Agreement   This Separation and Release of Claims Agreement ("Agreement") is entered into by and between Sonoma Pharmaceuticals,…
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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.

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