false 0001069530 0001069530 2023-12-06 2023-12-06

 

 

 

 

 

Pursuant to Section 13 or 15(d) of the

 

 

 

 

 

 

 

(Registrant’s telephone number, including area code)

 

 

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2 below):

 

 

Securities registered pursuant to Section 12(b) of the Act:

 

 

 

Indicate by check mark whether the registrant is an emerging growth company as defined in as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 

 

 

(d) Appointment of Directors

 

On and effective December 6, 2023, the Board of Directors (“Board”) of Cassava Sciences, Inc. (the “Company”) expanded the size of the Board to nine members. The Board also appointed Dr. Claude Nicaise, Pierre Gravier and Robert Anderson, Jr. to the three newly created Board seats. Mr. Anderson was appointed as a Class I director and will serve with a term expiring at the Company’s 2025 annual meeting of stockholders. Dr. Nicaise and Mr. Gravier were appointed as Class II directors and will serve with a term expiring at the Company’s 2026 annual meeting of stockholders. None of Dr. Nicaise, Mr. Gravier and Mr. Anderson have been appointed to any committees of the Board.

 

There are no arrangements or understandings between Dr. Nicaise, Mr. Gravier and Mr. Anderson and any other person pursuant to which each of them was appointed to the Board. Dr. Nicaise, Mr. Gravier and Mr. Anderson do not have direct or indirect material interests in any transaction required to be disclosed pursuant to Item 404(a) of Regulation S‐K.

 

Upon appointment, Dr. Nicaise, Mr. Gravier and Mr. Anderson were eligible for compensation under the Company's Non-employee Director Compensation Program and also will be eligible to participate in future compensation to independent directors of the Company, as awarded from time to time.

 

 

A copy of the Company’s press release announcing the appointment of Dr. Nicaise, Mr. Gravier and Mr. Anderson as members of the Company’s Board is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

 

 

The following exhibits are being furnished as part of this report.

 

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Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.