Item 5.02 Departure of Directors or Certain Officers; Election of Directors;


          Appointment of Certain Officers; Compensatory Arrangements of Certain
          Officers

(b) On May 18, 2020, it was determined that Isan Chen, M.D. would cease serving as Executive Vice President and Chief Medical and Development Officer of Mirati Therapeutics, Inc. (the "Company"), effective immediately, and will terminate his employment with the Company in early June 2020, in order to lead an early-stage biotech company. The Company expects that Dr. Chen will continue to act as an advisor to the Company pursuant to a consulting agreement after his employment terminates with the Company.

Dr. Chen is expected to enter into a separation and release agreement with the Company whereby he will receive (a) a cash payment equal to 12 months of his current base salary, payable in a lump sum, (b) accelerated vesting of all stock options that otherwise would have vested in the 12 months following the termination and (c) payment of COBRA group health insurance premiums for up to 12 months. The separation and release agreement contains a mutual non-disparagement obligation and a standard release of claims on the part of Dr. Chen.

Forward-Looking Statements

This report contains forward-looking statements within the meaning of the U.S. Private Securities Litigation Reform Act of 1995. Any statements in this report that are not historical facts may be considered "forward-looking statements," including, but not limited to, statements regarding entering into a separation and release agreement with Dr. Chen and Dr. Chen providing advisor services to the Company. Forward-looking statements are typically, but not always, identified by the use of words such as "may," "would," "believe," "intend," "plan," "anticipate," "estimate," "expect," and other similar terminology. Forward-looking statements are based on current expectations of management and upon what management believes to be reasonable assumptions based on information currently available to it, and are subject to risks and uncertainties. Such risks and uncertainties may cause actual results to differ materially from the expectations set forth in the forward-looking statements. Such risks and uncertainties include, but are not limited to, risks associated with market risks and uncertainties and the satisfaction of customary closing conditions for an offering of securities, as well as other risks detailed in the Company's recent filings on Forms 10-K and 10-Q with the Securities and Exchange Commission. The Company undertakes no obligation to update any forward-looking statements to reflect new information, events or circumstances, or to reflect the occurrence of unanticipated events.

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Item 9.01 Financial Statements and Exhibits.




(d) Exhibits.
Exhibit No.       Description
                  Cover Page Interactive Data File (embedded within the Inline XBRL
    104           document)

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