| Item 5.02 | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers |
Appointment of Chief Commercial Officer
Effective September 11, 2023, Matthew Link was appointed by the board of directors (the “Board”) of Sight Sciences, Inc. (the “Company”) to serve as the Company’s Chief Commercial Officer.
Biographical Information
Mr. Link, 48, has more than 20 years of experience building teams and leading innovation in the healthcare and medical technology industries, most recently serving as Managing Partner at Orion Healthcare Advisors, LLC, a consulting services provider, since 2021. Before Orion, Mr. Link spent nearly 15 years in regional and executive leadership positions at NuVasive, Inc. (“NuVasive”), a global leader in surgical implants and enabling technology for spine surgery and orthopedics, where he designed and executed strategies that supported the company’s revenue growth from less than $100 million to over $1 billion. Mr. Link joined NuVasive as an Area Business Manager in 2006 and rose to the level of President where his responsibilities included oversight of global business units in spine, neurophysiology and orthopedics from 2018 to 2021. Prior to NuVasive, Mr. Link held commercial leadership roles at Depuy Orthopedics and Depuy Spine. He currently serves as a member of the board of directors of Springbok Analytics, Fibrobiologics and DinamicOR. Additionally, he serves on the board of directors of the Coulter Translational Research Endowment at the University of Virginia. Mr. Link received a BSEd in Physical Education and Sports Medicine from the University of Virginia.
Employment Agreement
In connection with his appointment as Chief Commercial Officer, Mr. Link entered into an employment agreement with the Company (the “Employment Agreement”) effective September 11, 2023. Pursuant to the terms of the Employment Agreement, Mr. Link will receive an initial annual base salary of $410,000 (such annual base salary, as may be adjusted by the Board from time to time, the “Base Salary”) and will be eligible to receive an initial annual cash bonus, targeted at 50% of his Base Salary (such target, as may be adjusted by the Board from time to time, the “Annual Bonus”).
If Mr. Link’s employment is terminated by the Company without cause or Mr. Link resigns from the Company with good reason, the Company shall: (a) pay Mr. Link an amount equal to the Base Salary for the subsequent 12-month period, (b) pay Mr. Link an amount equal to any unpaid Annual Bonus earned for the year prior to the year of termination, payable when annual bonuses for such year are paid to other executives of the Company, and (c) make direct payment of, or reimbursement for, the Consolidated Omnibus Budget Reconciliation Act of 1985, as amended (“COBRA”) premiums, less the amount the Mr. Link would have paid for coverage as an active employee, commencing on Mr. Link’s separation date and ending upon the earliest of: (i) the expiration of the subsequent 12-month period, (ii) the date Mr. Link and/or his dependents become no longer eligible for COBRA, or (iii) the date Mr. Link becomes eligible to receive benefits from a subsequent employer.
Under the Employment Agreement, “cause” generally means, subject to notice and cure rights, Mr. Link’s: (a) refusal to substantially perform duties or carry out reasonable and lawful instructions concerning duties, (b) material breach of a policy of the Company, provision of the Employment Agreement or any other material agreement between the executive officer and the Company, (c) conviction, plea of no contest, plea of nolo contendere, or imposition of unadjudicated probation for any felony or crime involving moral turpitude, (d) unlawful use or possession of illegal drugs on the Company’s (or any of its affiliate’s) premises or while performing the executive officer’s duties and responsibilities under the Employment Agreement, or (e) commission of an act of fraud, embezzlement, misappropriation, willful misconduct or breach of fiduciary duty against the Company or any of its affiliates.
Under the Employment Agreement, “good reason” generally means, subject to notice and cure rights: (a) a reduction in Base Salary or target Annual Bonus, (b) a material decrease in authority or areas of responsibility, (c) the relocation of Mr. Link’s primary office to a location more than 35 miles from his primary office as of the date of the Employment Agreement, (d) the failure of any successor of all or substantially all of the Company’s assets to assume the Employment Agreement, to the extent such assumption does not occur automatically by operation of law, or (e) the Company’s breach of a material provision of the Employment Agreement.
