Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
(c)
Appointment of Chief Operating Officer
On August 3, 2023, the board of directors (the “Board”) of Xilio Therapeutics, Inc. (the “Company”) promoted Christopher Frankenfield, the Company’s Chief Legal and Administrative Officer, to the position of Chief Operating Officer, effective immediately.
Mr. Frankenfield, age 41, has served as the Company’s Chief Legal and Administrative Officer since August 2022 and previously served as the Company’s General Counsel from March 2021 to August 2022. Prior to that, Mr. Frankenfield served as Vice President of Corporate Legal Affairs at Blueprint Medicines Corporation (“Blueprint”) from July 2019 to March 2021, as Senior Corporate Counsel from July 2017 to July 2019 and Corporate Counsel from August 2015 to July 2017. While at Blueprint, Mr. Frankenfield was responsible for a range of corporate legal activities, including public company reporting, capital markets strategy and follow-on equity offerings, collaborations and partnerships, and supporting commercial product launches. Prior to joining Blueprint, Mr. Frankenfield was a senior associate at Wilmer Cutler Pickering Hale and Dorr LLP, where his practice focused on strategic transactions, capital markets, public company reporting and corporate governance matters. He received his B.A. in economics from the College of William & Mary and his J.D. from the University of Virginia School of Law.
In connection with Mr. Frankenfield’s promotion, on August 3, 2023, the Company and Mr. Frankenfield entered into an amended and restated employment agreement pursuant to which Mr. Frankenfield will receive an annualized base salary of $500,000 and his target annual incentive compensation will be 50% of his annualized base salary. In addition, Mr. Frankenfield was granted an option to purchase 150,000 shares of the Company’s common stock, which options shall vest and become exercisable over four years in equal monthly installments beginning on the one-month anniversary of the grant date, subject to Mr. Frankenfield’s continued service through each applicable vesting date.
The foregoing description of the amended and restated employment agreement with Mr. Frankenfield is qualified in its entirety by reference to the full text of such agreement, a copy of which is attached as Exhibit 10.1 to this Form 8-K and incorporated herein by reference.
(e)
The information contained in Item 5.02(c) of this Form 8-K is incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
# Indicates management contract or compensatory plan or arrangement.
