| Item 5.02 | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
Appointment of Bryan McMichael as Principal Accounting Officer
On September 9, 2022, Coherus BioSciences, Inc. (the “Company”) announced the appointment of Bryan McMichael, age 44, as Senior Vice President, Accounting, Corporate Controller and Principal Accounting Officer, effective September 7, 2022. Mr. McMichael has been serving as the Company’s Senior Vice President, Accounting and Corporate Controller since March 2021. Prior to joining the Company, Mr. McMichael worked for Gilead Sciences, Inc. from May 2016 to March 2021 and most recently held the position of Executive Director, Assistant Controller. Immediately prior to joining Gilead Sciences, Inc., Mr. McMichael served in various roles at NetApp, Inc. and PricewaterhouseCoopers LLP in the United States and in Europe. Mr. McMichael is a Certified Public Accountant and holds a Bachelor of Science degree in Business Administration from San Diego State University.
There are currently no arrangements or understandings between Mr. McMichael and any other person pursuant to which Mr. McMichael was selected as an executive officer. There are no family relationships between Mr. McMichael and any director or other executive officer of the Company, or with any person nominated or chosen to become an officer or a director of the Company. The Company has had no transactions since the beginning of its last fiscal year, and has no transactions currently proposed, in which Mr. McMichael, or any member of his immediate family, has an interest requiring disclosure under Item 404(a) of Regulation S-K.
In connection with Mr. McMichael’s appointment as Principal Accounting Officer, the Company has granted Mr. McMichael a stock option award of 15,000 shares of the Company’s common stock vesting monthly from the date of grant over four years. In addition, the Company will enter into an indemnification agreement with Mr. McMichael (the “Indemnification Agreement”) in accordance with the Company’s standard practice and pursuant to the form previously approved by the Company’s board of directors and its stockholders. The Indemnification Agreement, among other things, requires the Company to indemnify Mr. McMichael to the fullest extent permitted by Delaware law, including indemnification of expenses such as attorneys’ fees, judgments, penalties, fines and settlement amounts incurred by the executive officer in any action or proceeding, including any action or proceeding by or in right of us, arising out of the person’s services as an executive officer. The foregoing description of the Indemnification Agreement is a summary of the material terms of such agreement and is qualified in its entirety by reference to the full text of the Indemnification Agreement, which was filed as Exhibit 10.13 to the Company’s Registration Statement on Form S-1/A on October 24, 2014 and is incorporated by reference herein.
Mr. McMichael succeeds McDavid Stilwell as Principal Accounting Officer. Mr. Stilwell continues his service to the Company as the Company’s Chief Financial Officer and Principal Financial Officer but will no longer serve as Principal Accounting Officer effective September 7, 2022. Mr. Stilwell’s change of title to no longer serve as Principal Accounting Officer is due to a planned transition of responsibilities and is not due to any disagreement with the Company on any matter relating to the Company’s operations, financial statements, internal controls, auditors, policies or practices.
