SUNESIS PHARMACEUTICALS, INC. (NASDAQ:SNSS) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain OfficersItem 5.02
Based upon a prior approval of the Compensation Committee of the Board of Directors of Sunesis Pharmaceuticals, Inc. (the “Company”), the Company entered into an Executive Severance Benefits Agreement, or the Agreement, on January2, 2018 with William P. Quinn, Chief Financial Officer, Senior Vice President, Finance and Corporate Development of the Company.
Under the Agreement, subject to Mr.Quinn’s (i)entry into a general release of claims in favor of the Company and its affiliates, (ii)resignation from all of his positions with the Company and (iii)continued compliance with all of his obligations to the Company and its affiliates including those under the Agreement and his confidential information and invention assignment agreement, Mr.Quinn will be entitled to receive the following benefits:
|–||In the event that Mr.Quinn is terminated by the Company other than for “cause” or suffers a “constructive termination” (each as defined in the Agreement) (collectively, a “Covered Termination”), (a)he will receive a severance payment equal to his then applicable base salary for a period of 9 months paid in a single lump sum on the 60th day following the termination, (b)if he timely elects and remains eligible for continued coverage under COBRA, the health insurance premiums that the Company was paying on behalf of Mr.Quinn and his covered dependents prior to the date of termination, until the earliest of (1)9 months following termination, (2)the date Mr.Quinn ceases to be eligible for COBRA continuation coverage, or (3)the date Mr.Quinn becomes eligible for substantially equivalent insurance in connection with new employment or self-employment (collectively, the “Severance Benefits”);|
|–||In the event of a “change of control” (as defined in the Agreement), the vesting of 50% of the unvested stock options and other stock awards for the Company’s common stock held by Mr.Quinn as of immediately prior to such change of control will accelerate; and|
|–||In the event that Mr.Quinn suffers a Covered Termination on or within 12 months following a change of control, in addition to the Severance Benefits, the vesting of the unvested stock options and other stock awards for the Company’s common stock held by Mr.Quinn as of immediately prior to such termination will accelerate in full.|
The foregoing is only a summary description of the Agreement, does not purport to be a complete description of the rights and obligations of the parties thereunder and is qualified in its entirety by reference to the Agreement, which will be filed as an exhibit to the Company’s Annual Report on Form 10-K for the year ending December31, 2017.
About SUNESIS PHARMACEUTICALS, INC. (NASDAQ:SNSS)
Sunesis Pharmaceuticals, Inc. is a biopharmaceutical company. The Company focuses on the development and commercialization of its pipeline of oncology therapeutics for the treatment of solid and hematologic cancers. The Company offers QINPREZO (vosaroxin), which is a product candidate for the treatment of acute myeloid leukemia (AML). Vosaroxin is an anticancer quinolone derivative (AQD). The Company’s other kinase inhibitor pipeline include TAK-580, SNS-062 and SNS-229. TAK-580 is an oral, investigative drug selective for pan-Raf kinase inhibition, in patients with relapsed or refractory solid tumors. SNS-062 is a non-covalently binding inhibitor of Bruton’s tyrosine kinase (BTK). The Company has completed the pre-clinical studies for SNS-062. SNS-229 and SNS-510 are two PDK1 inhibitors. PDK1 is a kinase and mediator of Phosphoinositide 3-kinase/AKT (PI3K/AKT) signaling, which is a pathway involved in cell growth, differentiation, survival and migration.