| Item 5.02 | Departure of Directors of Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
On March 22, 2021, the Compensation Committee (the “Compensation Committee”) of the Board of Directors of Vaccinex, Inc. (the “Company”), approved the award of options under the Company’s 2018 Omnibus Incentive Plan to certain named executive officers and the principal financial officer of the Company to be granted on the date two days following the filing of the Company’s Annual Report on Form 10-K (the “Grant Date”) as follows: (i) Maurice Zauderer, President and Chief Executive Officer, options to purchase 14,000 shares of the common stock of the Company (“Common Stock”), (ii) Ernest Smith, Senior Vice President and Chief Scientific Officer, options to purchase 10,000 shares of Common Stock, (iii) Scott Royer, Chief Financial Officer, options to purchase 6,000 shares of Common Stock. Subject to the terms of the respective award notices, these options vest on the first four anniversaries of the Grant Date in equal installments. The options expire the day before the tenth anniversary of the Grant Date. The grant price of these options will be the fair market value as of the Grant Date.
In addition, on March 22, 2021, the Compensation Committee approved increases to the base salaries for Dr. Zauderer, Dr. Smith, and Mr. Royer resulting in base salaries of $380,000, $269,141, and $244,963, respectively.
The descriptions of the option awards are qualified in their entirety by reference to the form of option award agreement filed as Exhibit 10.7 to the Company’s Registration Statement on Form S-1 filed on July 23, 2018, which is hereby incorporated by reference into this Item 5.02.
