Blueprint Medicines : Management Change/Compensation - Form 8-K
September 23, 2022 at 05:35 pm EDT
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of Earliest Event Reported):September 23, 2022
Blueprint Medicines Corporation
(Exact name of registrant as specified in its charter)
Delaware
001-37359
26-3632015
(State or other jurisdiction
of incorporation)
(Commission File Number)
(I.R.S. Employer
Identification No.)
45 Sidney Street
Cambridge, Massachusetts
02139
(Address of principal executive offices)
(Zip Code)
Registrant's telephone number, including area code: (617) 374-7580
(Former name or former address, if changed since last report)
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:
¨
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
¨
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
¨
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
¨
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Indicate by check mark whether the registrant is an emerging growth company 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.
Securities registered pursuant to Section 12(b) of the Exchange Act:
Title of each class
Trading symbol(s)
Name of each exchange on which
registered
Common stock, par value $0.001 per share
BPMC
Nasdaq Global Select Market
Item 5.02 Regulation FD Disclosure.
Effective September 23, 2022, Blueprint Medicines Corporation (the "Company") entered into employment agreement amendments with its chief executive officer (principal executive officer), chief financial officer (principal financial officer), other named executive officers and other officers of the Company (collectively, the "executives"), which have been Attorney Client Privileged & Confidential approved by the Compensation Committee of the Board of Directors of the Company (the "Compensation Committee").
The amendments reflect each executive's current annual target incentive compensation as approved in the first quarter of this year by the Compensation Committee, as well as by stockholders, via a non-binding advisory vote, at the Company's Annual Meeting of Stockholders held on June 21st of this year. The amendments also align the way the executives' annual target incentive compensation is described to be consistent with the way annual base salary is described throughout the employment agreements. For example, the description of annual base salary in the employment agreements has always included the statement that it may be adjusted from time to time by the Compensation Committee or the Board of Directors, which alleviates the need to amend the employment agreement each time a salary adjustment is made. These current amendments provide that same flexibility for target incentive compensation, so that any potential future adjustments approved by the Compensation Committee will not require further employment agreement amendments.
The foregoing description of the amendments are qualified in their entirety by reference to the complete text of each such agreement, copies of which are attached as Exhibits 10.1 to 10.11 to this Current Report on Form 8-K.
Cover Page Interactive Data File (embedded within the Inline XBRL document and incorporated as Exhibit 101)
SIGNATURES
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.
BLUEPRINT MEDICINES CORPORATION
Date: September 23, 2022
By:
/s/ Kathryn Haviland
Kathryn Haviland
Chief Executive Officer
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Blueprint Medicines Corporation published this content on 23 September 2022 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 23 September 2022 21:34:02 UTC.
Blueprint Medicines Corporation is a global precision therapy company that is inventing life-changing medicines in two areas of allergy/inflammation and oncology/hematology. The Company delivers its approved medicines, including AYVAKIT/AYVAKYT (avapritinib) and GAVRETO (pralsetinib), to patients in the United States and Europe, and it is globally advancing multiple programs for systemic mastocytosis (SM), lung cancer, breast cancer and other genomically defined cancers, and cancer immunotherapy. Its pipelines also include Elenestinib (BLU-263) (KIT), AYVAKIT (avapritinib) (KIT), Wild-type KIT research program, GAVRETO (pralsetinib) (RET), BLU-945 (EGFR), BLU-525 (EGFR), BLU-451 (EGFR exon 20 insertions), BLU-222 (CDK2), AYVAKIT (PDGFRA), GAVRETO (RET), BLU-222 (CDK2) and BLU-852 (MAP4K1). It is developing elenestinib (BLU-263), an investigational, orally available, potent and highly selective KIT inhibitor, for the treatment of indolent SM and other mast cell disorders.