Item 5.02 | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
(c)
Effective as of December 6, 2022, ARS Pharmaceuticals, Inc. (the “Company”) appointed Brian T. Dorsey, MSc, as Chief Operations Officer of the Company.
Mr. Dorsey, age 54, has served as the Company’s Senior Vice President of Operations and Project Management since October 2018. He has served in the pharmaceutical and biotechnology industries for more than 20 years providing high-level drug development, regulatory and QC/QA leadership of pharmaceutical candidates from early development through FDA approval. Mr. Dorsey is a founding partner at MagnaSci Ventures, a healthcare fund focused on investing in early-stage life science companies. He is a founder of numerous companies including Kalyra Pharmaceuticals and Septum Solutions. Prior to joining the Company, Mr. Dorsey was Chief Development Officer for Apricus BioSciences (Nasdaq: APRI) from December 2014 to October 2018. Mr. Dorsey has also held various senior management positions including Senior Vice President of Research and Development and Chief Compliance Officer of Pernix Therapeutics Holding; Senior Vice President of Technical Operations and Regulatory Affairs for Somaxon Pharmaceuticals; Head of Project Management, Medical Writing and Library Services at Maxim Pharmaceuticals; Head of Biopharmaceutical Project Management of Baxter Bioscience and Manager of Chemistry, Manufacturing, and Control for Chugai Biopharmaceuticals. Mr. Dorsey has held several positions within the Agouron/Warner Lambert/Pfizer organization and has lead development projects in the antiviral, oncology, and ophthalmology therapeutic areas. He serves on the board of directors for Forward Sciences, Forge Therapeutics and Blacksmith Medicines. Mr. Dorsey received his Master of Science in Executive Leadership and his B.A. in chemistry from the University of San Diego.
The Company and Mr. Dorsey entered into an Executive Employment Agreement effective as of October 1, 2018 (the “Dorsey Agreement”). Pursuant to the terms of the Dorsey Agreement, Mr. Dorsey is entitled to (i) an initial base salary of $100,000, which was subsequently increased to his current base salary of $319,800 and increased again to $410,000 in connection with his appointment as Chief Operations Officer, which was approved in December 2022 and (ii) an annual discretionary cash bonus of up to 40% of his then-current base salary, pro-rated in the case of a partial calendar year.
Mr. Dorsey will be eligible to participate in the Company’s Change in Control and Severance Benefit Plan (the “Severance Plan”). Under the Severance Plan, Mr. Dorsey will be eligible to receive certain severance benefits in the event of limited qualifying termination events. The Severance Plan was previously filed as Exhibit 10.14 to the Company’s Registration Statement on Form S-1 (No. 333-250009).
The foregoing description of the Dorsey Agreement is not complete and is qualified in its entirety by reference to the full text of the Dorsey Agreement, a copy of which is filed as Exhibit 10.1 to this Current Report on Form 8-K.
Item 9.01 | Financial Statements and Exhibits |
(d) Exhibits