Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On July 11, 2019, the Board of Directors (the “Board”) of Homology Medicines, Inc. (the “Company”) appointed Alise S. Reicin, M.D. as a Class I director of the Company, succeeding Cameron Wheeler, Ph.D., who resigned from the Board on July 9, 2019.
Dr. Reicin is eligible to participate in the Company’sNon-Employee Director Compensation Program, including receipt of an annual retainer of $37,500 for her Board service and an initial award of an option to purchase 31,160 shares of the Company’s common stock (the “Initial Award”). The Initial Award has an exercise price equal to $19.25 per share, the fair market value of a share of the Company’s common stock on the date of grant, and will vest and become exercisable in three substantially equal annual installments following the date of grant, subject to Dr. Reicin’s continued service on the Board through each such vesting date. Dr. Reicin has also entered into the Company’s standard indemnification agreement for directors and officers.
Item 7.01 Regulation FD Disclosure.
On July 15, 2019, the Company issued a press release announcing Dr. Reicin’s appointment.
The press release is filed as Exhibit 99.1 to this Current Report on Form8-K and is incorporated into this Item 7.01 by reference. The information in this Item 7.01, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed to be incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such filing.
Item 9.01. Financial Statements and Exhibits.