Titan Pharmaceuticals, Inc. (NASDAQ:TTNP) 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.Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On April 1, 2019, Titan Pharmaceuticals, Inc. (the “Company” or “Titan”) entered into new employment agreements with each of Sunil Bhonsle, Chief Executive Officer and President, and Marc Rubin, Executive Chairman, following the expiration of their former agreements on March 31, 2019. The agreements provide for a base annual salary of $425,000 for Mr. Bhonsle and $325,000 for Dr. Rubin, and an annual bonus, payable in cash and/or equity awards under the Company’s incentive plan, of up to 50% of their base salary. The amount and makeup of any such bonus is at the sole discretion of the Board or the compensation committee. Upon termination of their employment by the Company without Cause or their resignation for Good Reason, not in connection with a Change of Control (as those terms are defined in such agreements), the executives are entitled to (i) severance in the form of continuation of their base salary for 12 months, (ii) a pro rata portion of any annual bonus, (iii) 12 months of COBRA payments, and (iv) the immediate accelerated vesting of any unvested restricted shares and stock options. In the event such a termination is within 30 days prior to or six months following a change of control, the severance payment provided in clause (i) above shall be made in a lump sum. The employment agreements contain 12-month post termination non-competition and non-solicitation provisions.
to the employment agreements, on April 2, 2019 (the “Grant Date”), the executives each received a 10-year option grant under the Titan Pharmaceuticals Third Amended and Restated 2015 Omnibus Equity Incentive Plan (the “Plan”) to purchase 200,000 shares of common stock at an exercise price of $1.75 per share, the closing price on such date. The options vest as to 83,334 shares on the Grant Date with the balance to vest at such time, if ever, as the Company receives shareholder approval of the Board’s amendment to Section 5.1 of the Plan to increase the limitation on the number of awards granted to a single individual in any calendar year from 83,334 to 250,000.
The employment agreements with Mr. Bhonsle and Dr. Rubin are attached to this Current Report on Form 8-K as Exhibits 10.1 and 10.2, respectively, and are incorporated herein by reference.
Item 9.01. Financial Statement and Exhibits.
(d) Exhibits.
TITAN PHARMACEUTICALS INC Exhibit
EX-10.1 2 tv517982_ex10-1.htm EXHIBIT 10.1 Exhibit 10.1 TITAN PHARMACEUTICALS,…
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About Titan Pharmaceuticals, Inc. (NASDAQ:TTNP)
Titan Pharmaceuticals, Inc. (Titan) is a specialty pharmaceutical company. The Company is engaged in developing therapeutics for the treatment of medical disorders. The Company’s segment is engaged in the development of pharmaceutical products. The Company’s product development programs utilize its long-term drug delivery platform, ProNeura. The Company’s drug candidate, Probuphine, is being developed for the long-term maintenance treatment of opioid dependence. Titan’s ProNeura continuous drug delivery system consists of a small, solid rod made from a mixture of ethylene-vinyl acetate (EVA) and a drug substance. The Company focuses on developing two product development programs, the first one with a ropinirole implant for the treatment of Parkinson’s disease (PD) and the second one with a Triiodothyronine (T3) implant for the treatment of hypothyroidism.
