XENCOR,INC. (NASDAQ:XNCR) 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.
(d)On December18, 2017, Richard Ranieri was appointed to the Board of Directors (the “Board”) of Xencor,Inc. (the “Company”).
In accordance with the Company’s amended and restated non-employee director compensation policy, Mr.Ranieri is entitled to receive an initial grant consisting of a nonstatutory stock option to purchase 15,000 shares of the Company’s common stock (the “Common Stock”), one-third of which shares will vest on the one year anniversary of the grant date and the balance of the shares will vest in a series of 24 equal monthly installments thereafter, such that the option is fully vested on the third anniversary of the date of grant, subject to Mr.Ranieri’s continuous service through each such vesting date. Mr.Ranieri will also be entitled to receive a $40,000 annual cash retainer for service as director, and will be eligible to receive additional equity compensation in the future. Mr.Ranieri will enter into the Company’s standard form of indemnification agreement. The Company is not aware of any transaction involving Mr.Ranieri requiring disclosure under Item 404(a)of Regulation S-K.
On December19, 2017, the Company issued a press release announcing the appointment of Mr.Ranieri to the Board, a copy of which is attached hereto as Exhibit99.1.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits