Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
(d) Election of Directors
On May 28, 2021, the Board of Directors (the “Board”) of AVITA Medical, Inc. (the “Company”) elected James Corbett and Jan Stern Reed to the Board as Non-Executive Directors, each to serve until the Company’s 2021 Annual Meeting of Stockholders. The Board also unanimously voted to increase the size of the Board to seven members. The Board has not yet appointed Mr. Corbett or Ms. Reed to any committees of the Board. The appointment to the Board for each of Mr. Corbett and Ms. Reed will be effective July 1, 2021.
The Board has determined that Mr. Corbett and Ms. Reed meet the independence standards adopted by the Board in compliance with Item 407(a) of Regulation S-K.
Neither Mr. Corbett nor Ms. Reed has (i) any arrangement or understanding with any other person pursuant to which they were appointed as a director, or (ii) any family relationship with any director or executive officer of the Company or any person nominated or chosen by the Company to become a director or executive officer. Neither Mr. Corbett nor Ms. Reed has any direct or indirect material interest in any transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K.
Mr. Corbett has approximately 40 years of leadership experience in the medical device field, most recently, as CEO of CathWorks Ltd., a software-based medical technology company. Mr. Corbett has extensive global commercial and operating experience, serving as an expatriate General Manager of Baxter Japan and later as General Manager and President of Scimed Life Systems Inc. and Boston Scientific International respectively. During his career he has served as CEO of 3 publicly listed companies; Microtherapeutics Inc (MTIX), ev3 Inc (evvv), Alphatec Spine (ATEC). Mr. Corbett has also led two privately funded companies as CEO; Home Diagnostics Inc. and Vertos Medical. Mr. Corbett has extensive capital market and governance experience from both public and private environments. Mr. Corbett holds a Bachelor of Science in Business Administration from the University of Kansas.
Ms. Reed has more than 35 years of legal, management and business leadership experience primarily within the healthcare industry, and brings significant expertise in corporate governance, compliance and risk management. Most recently, she was Senior Vice President, General Counsel and Corporate Secretary at Walgreens Boots Alliance, Inc., a global pharmacy-led, health and wellbeing company. Prior to Walgreens, Ms. Reed was Executive Vice President, Human Resources, General Counsel and Corporate Secretary of Solo Cup Company, where she was responsible for the legal, human resources, internal audit, corporate communications, and compliance functions. Prior to Solo Cup Company, she was Associate General Counsel, Corporate Secretary and Chief Corporate Governance Officer at Baxter International, Inc.. Ms. Reed currently serves as a board member of Stepan Co. (NYSE:SCL) and AngioDynamics, Inc. (NASDAQ: ANGO). Ms. Reed holds a Bachelor of Arts degree with honors in Psychology from the University of Michigan and a Juris Doctor from the Northwestern University Pritzker School of Law.
Engagement Letters
Pursuant to their appointment to the Board, The Company entered into an Engagement Letter dated May 28, 2021 with each of Mr. Corbett and Ms. Reed, which provide for each of Mr. Corbett and Ms. Reed to receive $70,000 annually, subject to shareholder approval, as consideration for their Board services. To the extent that either Mr. Corbett or Ms. Reed are appointed to committees of the Board additional consideration for their services will be negotiated. Mr. Corbett and Ms. Reed may also be eligible for additional equity compensation, subject to shareholder approval. Copies of the engagement letters are attached hereto as Exhibit 10.1 and Exhibit 10.2 and are incorporated herein by reference. In connection with their services on the Board, the Company also entered into indemnification agreements with each of Mr. Corbett and Ms. Reed on the Company’s standard form of indemnification agreement.
