SYNDAX PHARMACEUTICALS, INC. (NASDAQ:SNDX) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

SYNDAX PHARMACEUTICALS, INC. (NASDAQ:SNDX) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

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Item5.02. Departure of Directors or Certain Officers; Election of
Directors; Appointment of Certain Officers; Compensation
Arrangements of Certain Officers.

On March29, 2017, the Board of Directors (the Board) of Syndax
Pharmaceuticals, Inc., a Delaware corporation (the Company),
unanimously voted to elect Keith A. Katkin to the Board,
effectively immediately, and appointed him as a member of both
the Audit Committee and the Nominating and Corporate Governance
Committee of the Board. Mr.Katkins election fills a vacancy on
the Board resulting from Richard P. Sheas resignation from the
Board in February 2017 upon his commencement of duties as the
Companys Chief Financial Officer. The Board designated Mr.Katkin
as a ClassIII member to serve until the 2019 annual meeting of
the Companys stockholders, or until his successor has been duly
elected and qualified, or until his earlier death, resignation or
removal.

There were no arrangements or understandings between Mr.Katkin
and any other persons to which he was selected as a director, and
there are no related person transactions within the meaning of
Item 404(a) of Regulation S-K promulgated by the Securities and
Exchange Commission between Mr.Katkin and the Company required to
be disclosed herein.

to the Companys Non-Employee Director Compensation Policy (the
Policy), Mr.Katkin will receive annual cash compensation in the
amount $35,000 for his Board service, $8,500 for his Audit
Committee service and $4,000 for his Nominating and Corporate
Governance Committee service. All amounts will be paid in
quarterly installments. The Company will also reimburse Mr.Katkin
for his travel expenses incurred in connection with his
attendance at Board and Committee meetings. On March29, 2017, the
Board also granted Mr.Katkin an initial one-time option to
purchase 25,000 shares of the Companys common stock (the Option).
Subject to Mr.Katkins continued service on the Board, the Option
will vest as follows: 1/36 of the shares subject to the Option
will vest monthly over a three-year period. In accordance with
the Policy, as may be amended from time to time, Mr.Katkin will
also be eligible to receive an annual option award to purchase
shares of the Companys common stock, subject to Mr.Katkins
continued service on the Board.

In connection with his appointment to the Board, Mr.Katkin
entered into the Companys standard form of Indemnification
Agreement, a copy of which was filed as Exhibit 10.21 to the
Registration Statement on Form S-1 (File No.333-208861) filed
with the U.S. Securities and Exchange Commission (the SEC) on
January4, 2016.

Also, on March31, 2017, George W. Sledge, Jr., M.D. advised the
Board that he will resign from his position as a ClassII member
of our Board effective after this years annual meeting of
stockholders, scheduled for May17, 2017, at 3:30 pm EDT.
Dr.Sledges resignation from the Board is not due to any
disagreement with the Company on any matter relating to the
Companys operations, policies or practices. He has agreed to
continue his service to the Company as a member of our Scientific
Advisory Board.

Item9.01. Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.

Description

99.1 Press Release, dated April4, 2017.


About SYNDAX PHARMACEUTICALS, INC. (NASDAQ:SNDX)

Syndax Pharmaceuticals, Inc (Syndax) is a clinical stage biopharmaceutical company focused on developing a pipeline of combination therapies in multiple cancer indications. The Company’s product candidate, entinostat, which was granted Breakthrough Therapy designation by the FDA following positive results from its Phase IIb clinical trial, ENCORE 301, is being evaluated in a Phase III clinical trial for advanced hormone receptor positive breast cancer. It is developing entinostat, which has direct effects on both cancer cells and immune regulatory cells, and SNDX-6352, an anti-CSF-1R monoclonal antibody, to enhance the body’s immune response on tumors that have shown sensitivity to immunotherapy. Entinostat is being evaluated as a combination therapeutic in Phase Ib/II clinical trials with Merck & Co., Inc. for non-small cell lung cancer and melanoma, with Genentech, Inc. for TNBC, and with Pfizer Inc. and Merck KGaA, Darmstadt, Germany, for ovarian cancer.

SYNDAX PHARMACEUTICALS, INC. (NASDAQ:SNDX) Recent Trading Information

SYNDAX PHARMACEUTICALS, INC. (NASDAQ:SNDX) closed its last trading session down -0.72 at 13.00 with 79,519 shares trading hands.

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