TRACON Pharmaceuticals, Inc. (NASDAQ:TCON) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

(d)

On April 6, 2018, the Board of Directors (the “Board”) of TRACON Pharmaceuticals, Inc. (the “Company”) appointed Ted Wang, Ph.D. as a director of the Company. Dr. Wang will serve as a Class I director, with an initial term expiring at the Company’s 2019 Annual Meeting of Stockholders. Dr. Wang will not initially serve on any committees of the Board.In connection with the election of Dr. Wang to the Board, the Board approved an increase in the size of the Board from six to seven members.

Dr. Wang, age 51, is the Chief Investment Officer and Chief Executive Officer ofPuissance Capital Management, a global asset manager founded in 2015 with offices in the U.S. andChina (“Puissance”). Prior to Puissance, he was a Partner at Goldman, Sachs & Co. During his 18-year tenure at the firm, Dr. Wang held multiple leadership positions, most recently serving as Co-Head of U.S. Equities Trading and Global Co-Head of One Delta Trading and a member of the Goldman Sachs Risk Committee. Prior to joining Goldman, he co-founded Xeotron Corp., a company specializing in DNA biochips in Texas. Dr. Wang holds a Ph.D. in Physics from the University of Minnesota, an M.B.A. from the University of Texas, Austin, and a B.S. from Fudan University, China.

Certain entities affiliated with Puissance, and of which Dr. Wang is the managing member, participated in the Company’s previously announced private placement of shares of common stock (or pre-funded warrants in lieu thereof) and associated warrants that had an initial close of March 27, 2018 (the “Private Placement”). In connection with the Private Placement, the Company agreed to consider appointing Dr. Wang to the Board, although it was under no obligation and made no commitment to do so. Dr. Wang is also the Chief Executive Officer and sole member of Angel Pond Capital LLC, which served as the Company’s non-exclusive placement agent in the Private Placement and which is entitled to a fee of approximately $1.9 million from the Company in consideration of such services. As a result of these arrangements, the Board has determined that Dr. Wang is currently a non-independent director within the meaning of applicable NASDAQ listing standards. There are no family relationships between Dr. Wang and any director or executive officer of the Company.

to the Company’s non-employee director compensation policy and under the Company’s 2015 Equity Incentive Plan, Dr. Wang was granted a nonstatutory stock option to purchase 25,000 shares of the Company’s common stock upon his appointment to the Board, subject to vesting in three equal annual installments measured from the date of grant. Dr. Wang will also receive an annual cash retainer totaling $35,000 for his Board service, which is payable quarterly. The Company also entered into its standard form of indemnification agreement for directors and officers with Dr. Wang, which was filed as an exhibit to the Company’s Registration Statement on Form S-1 (File No. 333-201280) filed with the SEC, as amended.

Item 8.01Other Events

On April 9, 2018, the Company issued a press release announcing the appointment of Dr. Wang to the Board. A copy of this press release is furnished as Exhibit 99.1 hereto.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

Tracon Pharmaceuticals, Inc. ExhibitEX-99.1 2 tcon-ex991_6.htm EX-99.1 tcon-ex991_6.htm Exhibit 99.1   TRACON Pharmaceuticals Announces Closing of Previously Announced Private Placement and Appointment of Ted Wang,…To view the full exhibit click here
About TRACON Pharmaceuticals, Inc. (NASDAQ:TCON)
TRACON Pharmaceuticals, Inc. is a clinical-stage biopharmaceutical company. The Company is focused on the development and commercialization of therapeutics for cancer, wet age-related macular degeneration (wet AMD) and fibrotic diseases. The Company’s research focuses on antibodies that bind to the endoglin receptor, which is essential to angiogenesis (the process of new blood vessel formation) and a contributor to fibrosis (tissue scarring). The Company’s lead product candidate, TRC105, is an endoglin antibody that is being developed for the treatment of multiple solid tumor types in combination with inhibitors of the vascular endothelial growth factor (VEGF) pathway. TRC205 is being developed for the treatment of fibrotic disease. The Company is also developing TRC102, a small molecule that is in clinical development for the treatment of lung cancer and glioblastoma.