Item 1.01 Entry into a Material Definitive Agreement
On September 28, 2020, H-Cyte, Inc. (the "Company") entered into an employment
agreement with Robert Greif to act as Chief Executive Officer and President of
the Company (the "Employment Agreement"). The Employment Agreement is for an
initial one year term and provides that Mr. Greif will receive an annual salary
of $400,000 per year. In addition, Mr. Greif shall be entitled to a $30,000
signing bonus upon execution and and shall be entitled to a bonus of $50,000 at
the end of year one. If the Employment Agreement continues for additional years,
he will be entitled to an annual bonus of up to 50% of his annual salary based
on the achievement of certain performance objectives and other discretionary
factors to be determined by the Board. In addition, Mr. Greif will be entitled
to receive options to purchase common stock of the Company equal to 3% of the
Company's outstanding equity under the Company's stock incentive plan. The
Company and Mr. Greif expect to negotiate the terms of such option grant over
the next 90 days. The Employment Agreement contains customary non-compete and
non-solicitation provisions. The foregoing summary description of the Employment
Agreement is subject to the terms of the actual Employment Agreement which is
attached as Exhibit 10.1 hereto and is incorporated herein in its entirety.
Item 5.02 Departure of Directors or Certain Officers; Election of directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
On September 28, 2020, the Company appointed Mr. Greif as its Chief Executive
officer and President. See disclosure in Item 1.01 with respect to the terms of
Mr. Greif's employment. Below is a biography of Mr. Greif.
Mr. Greif is 55 years old. Prior to joining the Company, Mr. Greif was the Chief
Commercial Officer and business development Leader at Axos Bio, Inc. from
February 2019 to November 2019. At Axos, Mr. Greif built the north American
commercial organization in preparation for the launch of a fist-in-class
immunomodulatory. Prior to joining Atox, Mr. Greif led the commercial operations
of rEvo Biologics, Inc., an orphan disease biotechnology company from May 2011
to February 2019. He also held a variety of business unit and commercial
leadership roles at United health Group Incorporated, Boehringer Ingelheim Group
and Sanofi SA. The Company believes that Mr. Greif's strong track record leading
high-growth pharmaceutical and biotech businesses makes him qualified to serve
in his role with the Company.
On September 29, 2020, Ann Miller resigned as the Company's Chief Operating
On September 29, 2020, Mr. William Horne resigned as the Company's Chief
Executive Officer and President.
Item 7.01 Regulation FD disclosure.
On September 29, 2020, the Company issued a press release disclosing the new
employment agreement and the departure of Ms. Miller and Mr. Horne. A copy of
the press release is attached as Exhibit 99.1.
Item 9.01 Financial Statements and Exhibits
Exhibit Number Description
10.1 Employment Agreement dated September 28, 2020 by and between
the Company and Robert Greif
99.1 Press Release dated September 29, 2020.
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