| Item 5.02 | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
Officer Transition
On August 30, 2023, the Board of Directors (the “Board”) of Aeglea BioTherapeutics, Inc. (the “Company”) appointed Scott Burrows to succeed Jonathan Alspaugh as the Company’s Chief Financial Officer effective September 1, 2023 (the “Effective Date”). Mr. Burrows will also succeed Mr. Alspaugh as the principal financial officer and principal accounting officer of the Company on the Effective Date.
Prior to becoming Chief Financial Officer, Mr. Burrows most recently served as the Chief Financial Officer of Arcutis Biotherapeutics, Inc. (“Arcutis”) (Nasdaq: ARQT), where he led Arcutis through a successful initial public offering, managed the company’s financial health and supported the U.S. Food and Drug Administration approval for ZORYVE® (roflumilast) for plaque psoriasis. Prior to Arcutis, Mr. Burrows was the head of international investor relations for Shire, plc where he played a key role in Takeda’s acquisition of the company. Earlier in his career, he spent 15 years at Amgen, Inc. in roles of increasing responsibility across capital finances, financial planning and analysis, treasury, commercialization strategy and investor relations. Mr. Burrows began his career at Arthur Andersen as a consultant after earning his B.A. and M.B.A. from the University of California, Los Angeles.
Mr. Burrows does not have any family relationship with any of the executive officers or directors of the Company. There are no arrangements or understandings between Mr. Burrows and any other person pursuant to which he was appointed as an officer of the Company.
In connection with his appointment as Chief Financial Officer, Mr. Burrows entered into an offer letter agreement (the “CFO Offer Letter”) with the Company. Pursuant to the terms of the CFO Offer Letter, Mr. Burrows will receive: (i) an annual base salary of $455,000, (ii) a target annual bonus of 40% of his base salary, (iii) a sign-on bonus of $115,000, which is subject to repayment in the event of a termination for cause or resignation without good reason prior to the first anniversary of the Effective Date, (iv) stock options to purchase up to 10,121,441 shares of common stock of the Company, granted as an inducement award in accordance with Nasdaq Listing Rule 5635(c)(4), which vest as to 25% on the first anniversary of the Effective Date and in 36 equal monthly installments thereafter, and (v) 3,373,814 restricted stock units, granted as an inducement award in accordance with Nasdaq Listing Rule 5635(c)(4), which vest in equal annual installments on the first four anniversaries of the Effective Date.
In the event Mr. Burrows’ employment is terminated by the Company without cause or he resigns for good reason (collectively, an “Involuntary Termination”), Mr. Burrows will, subject to the execution of a release in favor of the Company, receive: (i) severance payments equal to 12 months of base salary and any earned but unpaid annual bonus for the preceding year, (ii) up to 12 months of partially subsidized COBRA coverage, and (iii) accelerated vesting of any time-based equity awards scheduled to vest in the 12 months following such termination. However, if the Involuntary Termination is within three months before or 12 months after a change in control of the Company, Mr. Burrows will instead receive: (A) severance payments equal to 18 months of base salary, any earned but unpaid annual bonus for the preceding year, and the target annual bonus for the year of termination, (B) up to 18 months of fully subsidized COBRA continuation coverage, and (C) full acceleration of all equity awards.
The foregoing description of the CFO Offer Letter is not complete and is qualified in its entirety by reference to the CFO Offer Letter, which is filed herewith as Exhibit 10.1 and incorporated by reference herein.
