Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On October 18, 2018, the Compensation Committee of the Board of Directors of Adverum Biotechnologies, Inc. approved the following changes to the compensation for Leone Patterson in connection with her promotion to President and Chief Executive Officer of Adverum:
1. Increased her annual base compensation to $515,000 per year, and terminated the retention bonus payments for her service as interim Chief Executive Officer of $75,000 per quarter, in both cases effective January 1, 2019;
2. Increased her annual target bonus to 55% of base salary (for 2018 only for the portion of the year she served as Interim Chief Executive Officer or Chief Executive Officer, which base salary shall be deemed to include retention bonuses for that portion of the year);
3. Granted her an option to purchase 150,000 shares of Adverum’s common stock, vesting as to 25% of the shares one year after the date of grant and monthly thereafter over the next three years, with an exercise price per share equal to the closing sales price of a share of Adverum’s common stock on the date of grant; and
4. Approved entering into a new severance agreement with Ms. Patterson providing for: (a) the payment of 12 months base salary and benefits continuation in the event Adverum terminates Ms. Patterson’s employment other than for cause (as defined in the agreement) not in connection with a change in control of Adverum; and (b) the payment of 18 months base salary and benefits continuation, payment of annual target bonus, and full acceleration of vesting of equity awards, in the event Adverum terminates Ms. Patterson’s employment other than for cause (as defined in the agreement) in connection with a change in control of Adverum.