Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On August 10, 2022, the Board of Directors (the “Board”) of Viracta Therapeutics, Inc. (the “Company”) increased the size of the Board to eleven (11) and appointed Jane Chung, RPh to the Board to fill the vacancy resulting from such increase, effective August 10, 2022. Ms. Chung will serve as a Class III director. In addition, Ms. Chung was appointed as a member of the Nominating & Governance Committee of the Board.
Jane Chung, RPh, 51, has served as the Chief Commercial Officer at Sutro Biopharma since August 2021. From May 2015 to August 2021, Ms. Chung served in several leadership roles at AstraZeneca Pharmaceuticals, including as President and General Manager of AstraZeneca Canada, Vice President of Sales and Marketing of U.S. lmmuno-Oncology, and Senior Commercial Business Director. Prior to that, from May 2013 to May 2015, Ms. Chung served as a Regional Sales Director and Director of Sales Productivity and Effectiveness for Onyx Pharmaceuticals Inc. From October 2003 to May 2013, she served in various roles for Genentech, Inc., including as Commercial Operations Manager, Division Manager and Senior Marketing Manager. Ms. Chung also serves on non-profit boards in the science, education and community development arenas. Ms. Chung received a B.S. in Pharmacy from St. John’s University and a B.A. in Psychology from Columbia University.
Ms. Chung will be compensated in accordance with the Company’s amended and restated outside director compensation policy, which has been filed as Exhibit 10.12 to the Company’s Quarterly Report on Form 10-Q filed with the SEC on May 13, 2021. In addition, Ms. Chung will enter into the Company’s standard form of indemnification agreement, a copy of which has been filed as Exhibit 10.5 to the Company’s Registration Statement on Form S-1 (File No. 333-121646) filed with the SEC on December 23, 2004.
There is no arrangement or understanding between Ms. Chung and any other persons pursuant to which Ms. Chung was elected as a director. In addition, Ms. Chung is not a party to any transaction, or series of transactions, required to be disclosed pursuant to Item 404(a) of Regulation S-K. There is no family relationship between Ms. Chung and any of the Company’s directors or executive officers. The Board has determined that Ms. Chung meets the applicable independence requirements of The Nasdaq Stock Market LLC.
Item 7.01. Regulation FD Disclosure.
On August 11, 2022, the Company issued a press release announcing the appointment of Ms. Chung to the Board. A copy of the press release is furnished herewith as Exhibit 99.1.
The information set forth under this Item 7.01, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, (the “Exchange Act”), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, regardless of any general incorporation language in such filing, unless expressly incorporated by specific reference in such filing.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
