Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
Effective as of November 15, 2021, IN8bio, Inc. (the "Company") appointed
Dr. Trishna Goswami as the Company's Chief Medical Officer.
In connection with her appointment as Chief Medical Officer, the Company entered
into an employment agreement with Dr. Goswami (the "Employment Agreement"),
pursuant to which Dr. Goswami will be employed by the Company on an at-will
basis. She will be paid an annual base salary of $450,000 and will be eligible
for an annual bonus targeted at 40% of her base salary. The Company also awarded
Dr. Goswami a signing bonus of $10,000, provided that, in the event Dr. Goswami
resigns from the Company without Good Reason (as defined in the Employment
Agreement) at any time prior to the one-year anniversary of her start date,
Dr. Goswami must repay the signing bonus. Dr. Goswami will be awarded an option
to purchase 250,000 shares of the Company's common stock, vesting over four
years, with 25% vesting after the first anniversary of the grant date, subject
to her continued employment with the Company. Dr. Goswami will be eligible to
receive certain severance benefits in connection with a termination of her
employment by the Company without Cause (as defined in the Employment Agreement)
or by Dr. Goswami for Good Reason, in each case, subject to execution of a
release and settlement agreement. If such termination occurs, Dr. Goswami shall
be entitled to receive 12 months of her then current base salary, including the
pro rata portion of her target bonus (assuming completion of performance goals)
and her COBRA premiums for nine months.
Dr. Goswami most recently served as Vice President Clinical Development at
Gilead Sciences, Inc. (via its $21 billion acquisition of Immunomedics in 2020),
where she led a team that secured accelerated approval of Trodelvy® in bladder
cancer and was a key contributor to securing full FDA approval in
triple-negative breast cancer. Prior to Gilead/Immunomedics, she served as a
Senior Medical Director at Stemline Therapeutics, Inc., where she oversaw the
development of multiple hematologic assets and helped secure approval of
ELZONRIS® (tagraxofusp) in blastic plasmacytoid dendritic cell neoplasm, a rare
leukemia. Dr. Goswami was previously at MedImmune, then AstraZeneca/MedImmune
post-acquisition, where she managed biologics development for hematologic
indications, launching the first phase 3 trial in an oncology indication at
MedImmune. At AstraZeneca, Dr. Goswami also participated in the development of
IMFINZI® (durvalumab) and tremelimumab. Before her career in industry,
Dr. Goswami served as Assistant Professor, Department of Medicine, Division of
Hematology/Oncology at the University of Maryland. She is an author of multiple
publications during her tenure in academia and industry. Dr. Goswami earned her
M.D. from Drexel University College of Medicine, completed her postgraduate
training in internal medicine and hematology/oncology at Georgetown University
Hospital and completed her MBA from the Smith School of Business at the
University of Maryland.
The foregoing summary of the Employment Agreement is not complete and is
qualified in its entirety by reference to the full text of such agreement, a
copy of which will be filed as an exhibit to the Company's Form 10-K for the
year ending December 31, 2021, and is incorporated herein by reference.
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