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

Appointment of Certain Officers; Compensatory Arrangements of Certain

Officers.

(d) On September 29, 2020, our Board of Directors, upon the recommendation of its Nominating and Corporate Governance Committee, elected Elizabeth (Betsy) Garofalo, M.D. as a director. Dr. Garofalo will serve as a Class III director, with an initial term expiring at the Company's 2022 Annual Meeting of Stockholders. Dr. Garofalo received our standard compensation package for an outside director, including a stock option to purchase up to 6,865 shares of our common stock and a restricted stock unit covering 3,837 shares of our common stock, each of which was granted under our 2010 Equity Incentive Plan, as amended. Information about our arrangements with our outside directors is included in our annual proxy statement, last filed on April 29, 2020, which includes the description of outside director compensation under our non-employee director compensation policy. Dr. Garofalo will not initially serve on any committees of the Board.

--------------------------------------------------------------------------------

© Edgar Online, source Glimpses