UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM
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CURRENT REPORT
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On May 8, 2024, Anika Therapeutics, Inc. (the “Company”) announced that Stephen Griffin would be joining the Company as its Executive Vice President, Chief Financial Officer and Treasurer, effective June 3, 2024 (the “Effective Date”), replacing Michael Levitz, who tendered his resignation on May 2, 2024 and who will provide transitional services and continue in an advisory role as an employee of the Company with an anticipated end date of December 31, 2024. Effective as of the Effective Date, Mr. Griffin will serve as the Company’s principal financial officer.
In connection with Mr. Griffin’s appointment as Executive Vice President, Chief Financial Officer and Treasurer, the Company and Mr. Griffin entered into an offer letter, dated May 2, 2024 (the “Offer Letter”), which provides that Mr. Griffin will receive an initial annual base salary of $500,000, and a target annual performance bonus of up to 60% of Mr. Griffin’s annual base salary. Mr. Griffin will also be granted equity awards with an aggregate value of $2,000,000 as of the date of grant, split evenly between restricted stock units and premium priced time-vesting non-qualified stock options, under the Company’s 2021 Inducement Plan, on Mr. Griffin’s date of commencement of employment with the Company (“Grant Date”). These awards shall vest in three equal annual installments beginning one year from the Grant Date, subject to Mr. Griffin’s continued employment with the Company through the applicable vesting date. Mr. Griffin will also be eligible to participate in all customary employee benefit plans or programs generally available to the Company’s full-time employees and executive officers. The Company and Mr. Griffin also entered into an Executive Retention Agreement, effective on the Effective Date (the “Executive Retention Agreement”), which provides for certain severance protections in the event of Mr. Griffin’s involuntary or constructive termination, including in connection with a change in control of the Company.
There are no arrangements or understandings with any other person pursuant to which Mr. Griffin was appointed as the Company’s Executive Vice President, Chief Financial Officer and Treasurer and there are no family relationships between Mr. Griffin and any director or executive officer of the Company. Additionally, there are no transactions between Mr. Griffin and the Company that would be required to be reported under Item 404(a) of Regulation S-K.
In connection with the departure of Mr. Levitz from his positions as Executive Vice President, Chief Financial Officer and Treasurer, the Company and Mr. Levitz entered into a Transitional Services and Separation Agreement, dated May 2, 2024 (the “Separation Agreement”). Pursuant to the terms of the Separation Agreement, Mr. Levitz will continue to be employed by the Company and receive his current salary through December 31, 2024 or the earlier termination of Mr. Levitz’s employment as provided in the Separation Agreement. The Separation Agreement also provides that Mr. Levitz will receive a one-time payment of $100,000. Mr. Levitz continues to be bound by the terms and conditions of the confidentiality and proprietary rights agreement executed in connection with his employment with the Company. Additionally, in consideration of the separation pay and benefits provided by the Separation Agreement, Mr. Levitz has provided the Company, its affiliates and related parties with a general release of claims.
The foregoing descriptions of the Offer Letter, Executive Retention Agreement and Separation Agreement are qualified in their entirety by reference to the Offer Letter, Executive Retention Agreement and Separation Agreement, which are filed with this Current Report on Form 8-K as Exhibits 10.1, 10.2 and 10.3, respectively, and are incorporated herein by reference.
Information about Mr. Griffin’s business experience can be found in the press release detailing Mr. Griffin’s appointment as Executive Vice President, Chief Financial Officer and Treasurer issued by the Company on May 8, 2024, attached as Exhibit 99.1 hereto, which biographical information contained in paragraph six thereof is incorporated into this Item 5.02 by reference.
(d) Exhibits.
Exhibit Number | Description | |||
10.1 | Offer letter dated as of May 2, 2024 between Anika Therapeutics, Inc. and Stephen Griffin | |||
10.2 | Executive Retention Agreement effective as of June 3, 2024 between Anika Therapeutics, Inc. and Stephen Griffin | |||
10.4 | Transitional Services and Separation Agreement dated as of May 2, 2024 between Anika Therapeutics, Inc. and Michael Levitz | |||
99.1 | Press release dated May 8, 2024 | |||
104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Anika Therapeutics, Inc. | ||
Date: May 8, 2024 | By: | /s/ Cheryl R. Blanchard |
Cheryl R. Blanchard | ||
President and Chief Executive Officer | ||