Tyme Technologies, Inc. (OTCMKTS:TYMI) Files An 8-K Entry into a Material Definitive Agreement

Tyme Technologies, Inc. (OTCMKTS:TYMI) Files An 8-K Entry into a Material Definitive Agreement
Item 1.01 Entry to a Material Definitive Agreement.

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On November22, 2017, our Board of Directors (the “Board”) authorized, at the request of Ben R. Taylor, Tyme’s President and Chief Financial Officer, an alternative compensation arrangement for Mr.Taylor whereby the Board granted non-qualified stock options to purchase shares of our common stock in lieu of $213,000 in potential salary payable in the future to Mr.Taylor. Such options consist of the right to purchase 129,957 shares of Tyme common stock at an exercise price per share of $4.10 (the “Salary Options”). Tyme’s closing stock price on the grant date was $4.10. The Salary Options have a term of two years, and one–sixth of the shares underlying the Salary Options vest in six equal installments on each monthly anniversary of the date of grant, starting on December22, 2017, subject to continued service with Tyme.

The Salary Options award was determined by the Board as follows. Subject to the terms of his employment agreement with Tyme, Mr.Taylor is currently entitled to a salary of $450,000 per annum, or the equivalent of $225,000 over a six-month period. Of any future amount potentially payable over a six-month period, or $225,000, $12,000 will be payable in cash and the remaining $213,000 will be foregone by Mr.Taylor and compensated for by Tyme through the Salary Options, which have a Black-Scholes derived value equal to $213,000, based on inputs as of November22, 2017 (collectively, the “Tyme Black-Scholes Option Valuation”). Tyme and Mr.Taylor have agreed to an amendment to the letter agreement with Mr.Taylor regarding his employment memorializing the foregoing.

Mr.Taylor also received on November22, 2017, additional options unrelated to the Salary Options that were scheduled to be awarded, which entitle Mr.Taylor to purchase shares of common stock as follows:

Options

Exercise Price

Vesting Schedule

50,000

$4.10

Twoequalinstallmentson(1)thedateofgrantand

(2)the one-year anniversary of the date of grant

Item 1.01 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

(e). The information set forth in Item 1.01 of this Current Report on Form 8-K concerning Mr.Taylor’s option grants is incorporated by reference into, and presented herein in response to the requirements of, Item 1.01(e) of Form 8-K.

Item 1.01 Other Events.

On November22, 2017, the Board approved for certain non-employee members of the Board the right to receive options to purchase shares of Tyme common stock in lieu of cash payable in respect of accrued unpaid cash fees payable to non-employee directors under Tyme’s director compensation program. Options with a two-year term were determined after considering unpaid director fees for Messrs. Carberry ($36,500) and Biehl ($36,500). A five-year option term was selected by Timothy Tyson and Paul Sturman in respect of $125,000 and $36,500, respectively, in accrued fees. These options are immediately exercisable and have a derived value on the grant date equal to the amount of foregone director fees and based upon the Black-Scholes Option Valuation model. Based on the foregoing values, such members of the Board received options to purchase shares of common stock as follows:

Non-Employee Director

Numberof

Options

Exercise Price

Timothy Tyson

50,958 $4.10

David Carberry

22,270 $4.10

Paul Sturman

14,880 $4.10

James Biehl

22,270 $4.10


About Tyme Technologies, Inc. (OTCMKTS:TYMI)

Tyme Technologies, Inc., formerly Global Group Enterprises Corp., conducts majority of its research and development activities and other business operations, through its subsidiary, Tyme Inc. (Tyme). Tyme is a clinical-stage biopharmaceutical company. Tyme is focused on the development and commercialization of highly targeted cancer therapeutics with a range of oncology indications. The Company’s another subsidiary, Luminant Biosciences, LLC, conducts the initial research and development of the Company’s therapeutic platform. The Company is formulating its regulatory and drug development program for its lead drug candidate, SM-88, and working towards the initiation of its Phase II clinical trial. The Company is also evaluating the expansion of its Phase II program to other types of cancer. The Company has not generated any revenue.

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