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

Departure of Director

On July 28, 2020, Steven E. Hall, Ph.D. informed the Board of Directors (the "Board") of Forma Therapeutics Holdings, Inc. (the "Company") of his resignation as a member of the Board and all committees of the Board, effective as of July 28, 2020. There are no disagreements between Dr. Hall and the Company on any matter relating to the Company's operations, policies or practices.

Election of Director

On July 28, 2020, upon the recommendation of the Nominating and Corporate Governance Committee of the Board, the Board appointed Wayne A.I. Frederick, M.D. to join the Board, effective as of July 28, 2020. Dr. Frederick will serve as a Class I director until his term expires at the 2021 annual meeting of stockholders at which time he will stand for election by the Company's stockholders. The Board determined that Dr. Frederick is independent under the listing standards of Nasdaq. Dr. Frederick was also appointed to serve on the Audit Committee of the Board. The Board has determined that Dr. Frederick meets the requirements for independence and financial literacy of audit committee members under the applicable listing standards of Nasdaq and the Securities Exchange Act of 1934, as amended. Effective as of July 28, 2020, the Audit Committee of the Board is composed of Dr. Frederick, Peter Wirth, J.D. and Marsha Fanucci. The composition of the Compensation Committee and the Nominating and Corporate Governance Committee remains unchanged.

As a non-employeedirector, Dr. Frederick will receive cash compensation and an equity award for his Board service in accordance with the Company's Non-Employee Director Compensation Policy, as amended. Dr. Frederick is not a party to any transaction with the Company that would require disclosure under Item 404(a) of Regulation S-K, and there are no arrangements or understandings between Dr. Frederick and any other persons pursuant to which he was selected as a director. In addition, Dr. Frederick has entered into an indemnification agreement with the Company consistent with the form of indemnification agreement entered into between the Company and its existing non-employee directors.

On July 30, 2020, the Company issued a press release announcing Dr. Frederick's appointment to the Board. A copy of this press release is furnished as Exhibit 99.1 to this report on Form 8-K.

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Item 9.01. Financial Statements and Exhibits.

(d) Exhibits





99.1      Press Release issued by the Company on July 30, 2020, furnished herewith.

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