Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On June 13, 2019, Aimmune Therapeutics, Inc. (“Aimmune” or the “Company”) entered into a letter agreement with Stephen G. Dilly, M.B.B.S., Ph.D., former President and Chief Executive Officer of the Company (the “Letter Agreement”), which amends the Transition and Separation Agreement dated November 5, 2017, between the Company and Dr. Dilly, as amended. Under the Letter Agreement, Dr. Dilly will serve the Company as its Senior Vice President, Clinical Science from June 1, 2019 through September 30, 2019 (the “Full-Time Employment Period”). Prior to the Full-Time Employment Period, Dr. Dilly served as Special Advisor to the Company.
Under the terms of the Letter Agreement, Dr. Dilly will receive an increase in base salary to the rate of $450,000 per year (the “Temporary Salary”) during the Full-Time Employment Period. After the expiration of the Full-Time Employment Period, Dr. Dilly’s title will revert to Special Advisor and his right to the Temporary Salary will end, such that his salary will revert to a base salary of $12,000 per year. Dr. Dilly’s options that are vested and outstanding as of December 31, 2019, will remain outstanding until the earlier of December 31, 2021 or the original expiration date of such option.
The foregoing description of the material terms of the Letter Agreement is qualified in its entirety by the full text of the Letter Agreement. The Letter Agreement will be filed as an exhibit in the Quarterly Report for the period ended June 30, 2019.
| Item 7.01 | Regulation FD Disclosure. |
The Company expects to present the information in the presentation slides attached hereto as Exhibit 99.1 at various investor and analyst meetings scheduled on June 19, 2019.
The furnishing of the attached presentation is not an admission as to the materiality of any information therein. The information contained in the slides is summary information that is intended to be considered in the context of more complete information included in the Company’s filings with the U.S. Securities and Exchange Commission (the “SEC”) and other public announcements that the Company has made and may make from time to time by press release or otherwise. The Company undertakes no duty or obligation to update or revise the information contained in this report, although it may do so from time to time as its management believes is appropriate. Any such updating may be made through the filing of other reports or documents with the SEC, through press releases or through other public disclosures. For important information about forward looking statements, see the slide titled “Forward-Looking Statements” in Exhibit 99.1 attached hereto.
The information in this Item 7.01 of this Current Report on Form8-K and Exhibit 99.1 attached hereto shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section or Sections 11 and 12(a)(2) of the Securities Act of 1933, as amended. The information contained in this Item 7.01 and in the presentation attached as Exhibit 99.1 to this Current Report shall not be incorporated by reference into any filing with the SEC made by the Company, whether made before or after the date hereof, regardless of any general incorporation language in such filing.
| Item 9.01 | Financial Statements and Exhibits. |
