Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain
Officers.
As previously disclosed, Dr.
The Separation Agreement sets forth the terms of
• an amount equal to$150,000 payable in biweekly installments for six consecutive months from the Separation Date; • his earned and unpaid 2022 performance bonus, which shall be paid toDr. Schramm at the time such executive bonuses for 2022 performance are payable to other executives of the Company; • if elected byDr. Schramm , COBRA continuation coverage for medical, dental, and vision and other employee benefit programs throughJune 30, 2023 ; • an amount equal to$10,240.38 for 71 hours of accrued and unpaid paid time off; and • accelerated vesting of 26,557 stock options and 2,364 restricted stock units, which reflects the extent that such stock options and restricted stock units would have vested ifDr. Schramm remained employed with the Company throughDecember 31, 2023 .
The Separation Agreement also provides that all stock options granted to
The foregoing payments are subject to
In addition, on
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The foregoing description of the Separation Agreement is qualified in its entirety by reference to the full text of the Separation Agreement, a copy of which is filed herewith as Exhibit 10.1 and is incorporated by reference herein.
Item 9.01 Financial Statement and Exhibits.
10.1 Employment Separation and General Release Agreement, datedDecember 30, 2022 , by and between Dr.Uwe Schramm and the Company. 104 Cover Page Interactive Data File (embedded within the Inline XBRL document).
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