ZOSANO PHARMA CORPORATION (NASDAQ:ZSAN) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain OfficersItem 5.02
Election of Steven A. Elms
On May17, 2018, our Board of Directors elected Steven A. Elms to our Board of Directors to serve as an independent ClassII director. The term of our ClassII directors (including Mr.Elms) will end at the annual meeting of stockholders in 2019. Mr.Elms was also appointed as a member of our Compensation Committee on May17, 2018. Effective May17, 2018, the Compensation Committee members consist of: Kleanthis Xanthopoulos, Kenneth Greathouse, and Steven A. Elms.
Mr.Elms will receive annual cash compensation of $45,000 for his service as a member of the Board of Directors, such amount to be pro-rated to reflect the amount of time that Mr.Elms serves in such capacity in 2018.
We also granted Mr.Elms an option to purchase 25,000 shares of our common stock at an exercise price of $4.27 per share, which was the closing price of our common stock on the Nasdaq Capital Market on the date of grant. The stock option was granted to our Amended and Restated 2014 Equity and Incentive Plan, as amended (the “Plan”), and vests with respect to 25% of the shares underlying the option on the one year anniversary of the date of grant. The remaining shares underlying the option will vest in substantially equal monthly installments over the following three years, so that the option will be fully vested and exercisable on the fourth anniversary of the date of grant. For so long as he continues to serve on our Board of Directors, Mr.Elms will also receive an annual grant of an option to purchase 1,500 shares of our common stock on the first trading day of each year, at an exercise price equal to the closing price of our common stock on the Nasdaq Capital Market on the date of grant. Such option will vest in 12 substantially equal monthly installments beginning on the first monthly anniversary of the date of grant.
Mr.Elms will also have the benefit of the Company’s standard form of indemnification agreement.
A copy of our press release dated May22, 2018 announcing the appointment of Mr.Elms to our Board of Directors is attached hereto as Exhibit 99.1.
| Item 5.02 | Financial Statements and Exhibits. |
(d)Exhibits.
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Exhibit Number |
Exhibit Description |
| 99.1 | Press release dated May 22, 2018. |
Zosano Pharma Corp ExhibitEX-99.1 2 d558319dex991.htm EX-99.1 EX-99.1 Exhibit 99.1 Zosano Appoints Steven A. Elms to Board of Directors FREMONT,…To view the full exhibit click here
About ZOSANO PHARMA CORPORATION (NASDAQ:ZSAN)
Zosano Pharma Corporation is a clinical-stage specialty pharmaceutical company. The Company has developed a transdermal microneedle patch system to deliver its formulations of existing drugs through the skin for the treatment of a range of indications. Its microneedle patch system offers consistent drug delivery and improved ease of use and room-temperature stability. The Company’s short-wear-time transdermal patch consists of an array of titanium microneedles that is coated with its formulation of an approved drug and attached to an adhesive patch. When the patch is applied with its hand-held applicator, the microneedles painlessly penetrate the skin, resulting in rapid dissolution and absorption of the drug coating through the capillary bed. Its product candidates include ZP-Triptan, ZP-Glucagon and ZP-PTH. ZP-PTH is a formulation of teriparatide, a synthetic form of parathyroid hormone. ZP-Glucagon is a formulation of glucagon.