| Item 5.02. | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
On September 21, 2021, Cerevel Therapeutics Holdings, Inc. (the “Company”) announced the departure of Kathy Yi, Chief Financial Officer. Ms. Yi has stepped down from her role as “principal financial officer” of the Company, effective September 20, 2021, and her last day with the Company will be November 15, 2021 (the “Separation Date”). Ms. Yi is leaving the Company to pursue other personal and professional interests.
In connection with her departure from the Company, Cerevel Therapeutics, LLC, the Company’s wholly-owned subsidiary, and Ms. Yi entered into a Separation Agreement and General Release (the “Separation Agreement”) that specifies the terms of her departure from the Company and the benefits she is eligible to receive. Subject to her compliance with the Separation Agreement, Ms. Yi will receive salary continuation for a period of six months following the Separation Date, her pro-rated target-level bonus for 2021, and 12 months of continuing healthcare benefits following the Separation Date. In addition, under the Separation Agreement, Ms. Yi provided a general waiver and release of claims against the Company and is subject to certain restrictive covenants, including confidentiality, non-competition, non-solicitation and non-disparagement.
The foregoing description of the Separation Agreement is not complete and is subject to and qualified in its entirety by the terms of the Separation Agreement, a copy of which will be filed as an exhibit to the Company’s Quarterly Report on Form 10-Q for the quarter ending September 30, 2021.
On September 20, 2021, the Board of Directors of the Company appointed Mark Bodenrader as the interim Chief Financial Officer and “principal financial officer” of the Company, effective as of September 20, 2021. Mr. Bodenrader currently serves as the Vice President, Finance and Chief Accounting Officer of the Company and will continue in those roles while serving as the “principal financial officer” of the Company. Mr. Bodenrader’s biographical information is available in the Company’s prior filings with the Securities and Exchange Commission, including its Definitive Proxy Statement filed on April 28, 2021.
| Item 7.01 | Regulation FD Disclosure. |
On September 21, 2021, the Company issued a press release announcing the departure of Ms. Yi as Chief Financial Officer and the appointment of Mr. Bodenrader as interim Chief Financial Officer and principal financial officer. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated into this Item 7.01 by reference.
The information contained in Item 7.01 of this Current Report on Form 8-K and Exhibit 99.1 attached hereto is intended to be furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in 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. |
(d) Exhibits
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