Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain
Officers.
(e) On December 7, 2022, Michael Rossi notified Harvard Bioscience, Inc. (the
"Company") of his resignation as the Company's Chief Financial Officer and
Treasurer effective December 31, 2022. In connection with Mr. Rossi's
resignation, the Company and Mr. Rossi entered into a Separation Agreement and
Release (the "Separation Agreement") dated January 18, 2023. The full text of
the Separation Agreement is attached as Exhibit 10.1 to this Current Report on
Form 8-K and incorporated herein by reference. The following description of the
Separation Agreement is qualified in its entirety by reference to the Separation
Agreement.
Under the Separation Agreement, Mr. Rossi will be required to provide transition
assistance and will remain an employee of the Company through May 10, 2023 (the
"Separation Date"). Provided that Mr. Rossi has not revoked the Separation
Agreement, (i) the Company will continue to pay Mr. Rossi's base salary for the
period between January 1, 2023 and the Separation Date; and (ii) Mr. Rossi will
continue to participate in all applicable employee benefit plans through the
Separation Date.
Mr. Rossi's receipt of payments under the Separation Agreement is conditioned on
Mr. Rossi's continued adherence to his existing agreements concerning
post-employment obligations and his execution and non-revocation of a release of
all claims in favor of the Company.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
Exhibit
No. Description
10.1 Separation Agreement and Release between the Company and Mr. Rossi
dated January 18, 2023.
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