| Item 2.02 | Results of Operations and Financial Condition |
On March 21, 2022, UroGen Pharma Ltd. (the “Company”) announced its financial results for the quarter and year ended December 31, 2021 in the press release attached hereto as Exhibit 99.1 and incorporated herein by reference.
The information in this Item 2.02, including the attached Exhibit 99.1, is being furnished and shall not be deemed “filed” for the 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 incorporated by reference in any filing made by the Company under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.
| Item 5.02 | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
(b)(c)
On March 17, 2022, Molly Henderson tendered her resignation as the Company’s Chief Financial Officer, effective March 25, 2022.
Effective as of March 25, 2022 (the “Effective Date”), the Company appointed Dong (Don) Kim as Chief Financial Officer of the Company, as well as the Company’s principal financial officer and principal accounting officer, replacing Ms. Henderson in such capacities.
Mr. Kim has served as the Company’s Vice President, Finance since August 2021. Prior to joining the Company, Mr. Kim was employed by Strides Pharma Inc., a generic pharmaceutical company, starting as Head of Finance in April 2020. He was subsequently appointed to the Strides Pharma board in March 2021. During his tenure at Strides Pharma, he played a key role in the company’s capital-raising efforts in support of advancing its mission until his departure in August 2021. Prior to Strides Pharma, Mr. Kim was Controller at Sun Pharma Inc., a pharmaceutical company, from July 2019 to April 2020. Before that, Mr. Kim joined Zoetis Inc., an animal-health company, in December 2014 as Senior Manager-Corporate Audit. He was later promoted to Director-Corporate Audit in December 2015. He thereafter became the US Controller at Zoetis Inc. in January 2018 until his departure from the company in July 2019. Earlier in his career, Mr. Kim served as Audit/Assurance Manager at Deloitte, NY. He is a licensed Certified Public Accountant in California. Mr. Kim holds a Master of Business Administration from the University of North Carolina, Chapel Hill, and bachelor’s degree from Yonsei University in Korea.
The Company and Mr. Kim entered into an Executive Employment Agreement on March 20, 2022 (the “Employment Agreement”). Pursuant to the terms of the Employment Agreement, Mr. Kim is entitled to an initial base salary of $370,000 and an annual discretionary cash bonus of up to 50% of Mr. Kim’s then-current base salary, pro-rated in the case of a partial calendar year.
Pursuant to the Employment Agreement, Mr. Kim will be granted a stock option to purchase 20,000 of the Company’s ordinary shares, par value NIS 0.01, effective March 25, 2022, with an exercise price per share equal to the closing price per share on the grant date (the “Initial Option”). The shares subject to the Initial Option will vest over three years, with 1/3 of the shares vesting upon Mr. Kim’s completion of one year of service measured from the Effective Date and 1/3 of the shares annually thereafter for the remaining two years, subject to Mr. Kim’s continuous service through each vesting date. The Initial Option will be granted under the Company’s 2017 Equity Incentive Plan, as amended (the “2017 Plan”), and Mr. Kim will be eligible for future equity awards under the 2017 Plan, as approved by the Company’s Board of Directors (or a committee thereof) in its sole discretion.
