XML 35 R22.htm IDEA: XBRL DOCUMENT

Subsequent Events

9 Months Ended

Sep. 30, 2020

Subsequent Events [Abstract]

Subsequent Events

(14)	Subsequent Events

Stock Warrant Exercises

Subsequent to September 30, 2020, warrants to purchase 9,653 shares of the Company’s common stock with an exercise price of $10.00 per share were exercised for proceeds of $93.5.

Common Stock Sold - ATM Offering

Subsequent to September 30, 2020 71,544 shares of the Company’s common stock were sold in the ATM Offering at the prevailing market prices for proceeds of $814.7.

Officer Appointment – Chief Executive Officer

On October 1, 2020, Gerard Michel was appointed as the Company’s new Chief Executive Officer and a Class I Director. Pursuant to an employment agreement dated as of August 31, 2020 between the Company and Mr. Michel (the “Employment Agreement”), the term of Mr. Michel’s employment began on October 1, 2020. Under the Employment Agreement, Mr. Michel will receive an annual base salary of $450 subject to annual review by the Board’s Compensation and Stock Option Committee, and will be eligible to participate in the Company’s annual incentive plan with a target annual cash bonus equal to 50% of his then-current base salary. In addition, the Company will reimburse Mr. Michel up to $6.5 per month to cover his temporary expenses incurred in connection with traveling to and living in the New York City tristate area to work onsite at the Company’s principal corporate office for the initial eighteen (18) months of his employment.

Pursuant to the Employment Agreement, on October 1, 2020, the Company granted to Mr. Michel a nonqualified and non-plan stock option to purchase 498,000 shares of the Company’s common stock. The option vests ratably over a 36-month period. The exercise price of the option is equal to (i) $11.67 per share , the closing trading price per share of the Company’s common stock on October 1, 2020 as to the first 396,000 option shares to vest, (ii) 1.5 times the closing trading price per share of the Company’s common stock on October 1, 2020 as to the next 51,000 option shares to vest and (iii) 2.0 times the closing trading price per share of the Company’s common stock on October 1, 2020 as to the remaining 51,000 option shares to vest.

If Mr. Michel resigns his at-will employment for Good Reason, as defined, or the Company terminates Mr. Michel’s employment other than for Cause, as defined, then Mr. Michel shall be entitled to his accrued and unpaid compensation and, subject to him entering into and not revoking a general release of claims in favor of the Company and fully complying with the terms of an Employee Confidentiality, Invention Assignment and Restrictive Covenants Agreement (the “Restrictive Covenants Agreement”), Mr. Michel shall also be entitled to: (a) a severance payment equal in the aggregate to twelve (12) months of his annual base salary at the time of termination, payable in twelve (12) equal monthly installments; and (b) specified continuing health plan benefits until the earlier of (i) the twelve (12) month anniversary of his termination date; (ii) the last day he’s eligible for coverage pursuant to COBRA; or (iii) the date on which he becomes eligible for similar coverage from another employer.

Officer Appointment – Chief Operating Officer

On October 1, 2020, John Purpura was elevated to the position of Chief Operating Officer and he resigned from his position as the Company’s Interim Chief Executive Officer. In connection with his promotion, Mr. Purpura will be paid an annual base salary of $385 and will have an annual bonus opportunity of up to 45% of his annual base salary.

Option Grants

On October 1, 2020, the Company granted ten-year options to directors and employees to purchase an aggregate of 550,000 shares of common stock at an exercise price of $11.67 per share, subject to shareholder approval of the pending 2020 Plan. The options vest ratably on a monthly basis over 36 months.