| Item 5.02. | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
T2 Biosystems, Inc. (the “Company’”) held its annual meeting of stockholders on December 30, 2024 (the “Annual Meeting”). At the Annual Meeting, the Company’s stockholders approved the amendment and restatement of the 2014 Incentive Award Plan. The amendment and restatement was adopted by the Company’s Board of Directors on November 7, 2024, and became effective upon stockholder approval at the Annual Meeting. The foregoing amendment and restatement is described further in the Company’s definitive proxy statement on Schedule 14A filed with the U.S. Securities and Exchange Commission (the “SEC”) on November 20, 2024 (the “Proxy Statement”) under “Proposal 2.”
On March 31, 2024, the Company entered into letter agreements with its Chief Financial Officer, John Sprague and its General Counsel, Michael Gibbs that provide for the payment of a retention bonus in the total aggregate amount of $80,000, to be paid in two installments of $40,000. The first installment, in the amount of $40,000, was paid in June 2024, and the second installment, in the amount of $40,000, was to be paid within five business days following November 15, 2024. On November 13, 2024, the letter agreements were amended so that the second installment, in the amount of $40,000, was to be paid within five business days following December 31, 2024. On December 30, 2024, the letter agreements were further amended so that the second installment was increased to $60,000 and is to be paid within five business days following March 31, 2025. Each such installment payment is subject to the applicable executive’s continued employment through such payment date.
| Item 5.07. | Submission of Matters to a Vote of Security Holders. |
At the Annual Meeting, stockholders holding and entitled to vote 15,810,290 shares of the Company’s common stock, par value $0.001 per share (the “Common Stock”) held as of the close of business on November 5, 2024 (the “Record Date”) were present either by attendance via live webcast or by proxy. These stockholders represented approximately 77% of the voting power of the Common Stock issued and outstanding and entitled to vote and approximately 77% of the voting power of the capital stock issued and outstanding and entitled to vote, thereby constituting a quorum for the transaction of business at the Annual Meeting.
