Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
(c) Appointment of Chief Medical Officer & VP, Drug Development
On November 14, 2022, Chemomab Therapeutics Ltd. (the "Company") announced the
appointment of Dr. Matthew B. Frankel as Chief Medical Officer & VP, Drug
Development of the Company. Dr. Frankel's appointment is effective as of
November 14, 2022.
The biographical information for Dr. Frankel appears below:
Dr. Matthew B. Frankel, age 54, has 20 years of experience in the pharmaceutical
industry, encompassing clinical development and medical affairs. From 2018 until
November 2022, Dr. Frankel served as Vice President, Clinical Development and
Medical Affairs, Specialty Pharma at Boehringer-Ingelheim Pharmaceuticals, Inc.
Prior to that, he served as the Vice President & Head, Immunology and
Dermatology Medical Unit at Novartis Pharmaceuticals Corporation from 2016 to
2018. From 2012 to 2016, Dr. Frankel served as the Executive Medical Director of
Sandoz and from 2010 through 2012 held the role of Global Medical Director,
Clinical Development at Reata Pharmaceuticals (RETA). From 2003 through 2010, he
held various senior roles across different companies in the research field. Dr.
Frankel received his undergraduate degree from Vassar College, his MD from the
University of California, Los Angeles School of Medicine, and his MBA from the
J. L. Kellogg Graduate School of Management.
Other than that which is disclosed herein, there are no arrangements or
understandings between Dr. Frankel and any other persons pursuant to which he
was appointed to serve as Chief Medical Officer & VP, Drug Development and there
are no family relationships between Dr. Frankel and any director or executive
officer of the Company. Dr. Frankel has no direct or indirect material interest
in any transaction required to be disclosed pursuant to Item 404(a) of
Regulation S-K.
Employment Agreement and Other Compensatory Arrangements
In November 2022, Chemomab Therapeutics Inc., the Company's wholly owned
subsidiary, entered into an Executive Employment Agreement with Dr. Frankel (the
"Agreement"), which took effect on November 14, 2022. Dr. Frankel will receive
an annual base salary of $450,000, and will be part of the Company's bonus
program with a yearly bonus potential of 45% of his base annual base salary,
which bonus will be based on the board of directors' assessment of Dr. Frankel's
individual performance and the overall performance of the Company. Dr. Frankel
will also be eligible to receive a special signing bonus of $200,000, whereby
$100,000 will be payable within sixty (60) days of Dr. Frankel's start date and
$100,000 will be payable within one hundred and twenty (120) days of his start
date. Additionally, Dr. Frankel will receive options to purchase 125,000
American Depositary Receipts (each representing twenty (20) ordinary shares of
the Company), which options will vest over a four year period with 25% vesting
on the first anniversary of the grant date of these options and the remainder
vesting in equal amounts over the ensuing 36 month period.
The foregoing description of the terms of the Agreement does not purport to be a
complete description and is qualified in its entirety by reference to the
Agreement, which is attached hereto as Exhibit 10.1 and is incorporated by
reference in its entirety into this Item 5.02.
Item 7.01 Regulation FD Disclosure.
As described in Item 5.02 above, on November 14, 2022, the Company issued a
press release announcing the appointment of Dr. Matthew B. Frankel as the Chief
Medical Officer & VP, Drug Development of the Company, which appointment is
effective immediately. A copy of the press release is furnished herewith as
Exhibit 99.1 and incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
Exhibit
Number Exhibit Description
99.1 Press release issued by Chemomab Therapeutics Ltd. dated November 14,
2022
--------------------------------------------------------------------------------
© Edgar Online, source Glimpses