Verastem,Inc. (NASDAQ:VSTM) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain OfficersItem 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On July10, 2017, Verastem,Inc. (the “Company”) appointed Julie B. Feder, age 47, as Chief Financial Officer of the Company and entered into an employment agreement (the “Agreement”) between the Company and Ms.Feder, governing the terms of Ms.Feder’s employment for an indefinite term. This Agreement became effective on July10, 2017, the first day of Ms.Feder’s employment with the Company.
Prior to joining the Company, Ms.Feder served for six years as Chief Financial Officer of the Clinton Health Access Initiative, where she was responsible for managing a global team across multiple departments. Ms.Feder had previously spent three years at Genzyme Corporation, first as Vice President of Internal Audit and also as Finance Integration Leader, where she managed the day-to-day operations of Genzyme’s global internal audit function. Ms.Feder began her career at Deloitte& Touche LLP, where she was Senior Manager of Audit, Consulting and Enterprise Risk Services. Ms.Feder holds a Bachelor of Science in Accounting from Yeshiva University’s Sy Syms School of Business.
Under the Agreement, Ms.Feder will receive an initial annual base salary of $340,000 and is eligible for an annual bonus target of 35% of her base salary.
to the terms of the Agreement, on July10, 2017, the Company granted Ms.Feder an employee inducement award of an option to purchase 370,000 shares of its common stock at an exercise price equal to $3.45, the closing price of the Company’s common stock as reported by the Nasdaq Global Market on July10, 2017. The stock option will vest at the rate of twenty-five percent (25%) on the one year anniversary of Ms.Feder’s date of hire, with the remaining shares vesting quarterly over the next three (3)years in equal quarterly amounts, subject to her continuing service with the Company.
Upon execution and effectiveness of a release of claims, Ms.Feder will be entitled to severance payments if the Company terminates her employment without Cause, as defined in the Agreement, or if Ms.Feder terminates her employment with the Company for Good Reason, as defined in the Agreement.
In connection with execution of the Agreement, Ms.Feder will enter into the Company’s standard Employee Non-Solicitation, Non-Competition, Confidential Information and Inventions Assignment Agreement.
A press release announcing Ms.Feder’s employment is filed as Exhibit99.1 hereto.
The foregoing summary of the Agreement is qualified in its entirety by the copy of such agreement filed as Exhibit10.1 hereto and incorporated herein by this reference.
Following Ms.Feder’s appointment, Joseph Chiapponi will no longer serve as the principal financial officer and principal accounting officer of the Company. He will continue to serve as Vice President, Finance.
Item 9.01 Financial Statements and Exhibits.
See ExhibitIndex attached hereto.