Item 5.02. Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
Reference is made to those certain employment letter agreements, dated
December 31, 2018 (as the same were modified on or about June 14, 2019 and
December 31, 2019, the "Agreements"), entered into by Inhibitor Therapeutics,
Inc. (the "Company") with each of Nicholas J. Virca, the Company's President and
Chief Executive Officer ("Virca"), and Garrison J. Hasara, the Company's Chief
Financial Officer, Treasurer, Secretary and Chief Compliance Officer ("Hasara").
In light of the previously announced funding received by the Company in December
2020 from Mayne Pharma Ventures Pty Ltd, the Company's majority stockholder, on
December 31, 2020 and effective as of January 2021, the Compensation Committee
of the Board of Directors of the Company approved payments of $1,600 per month
for Virca (which is inclusive of his health insurance payments) and $2,400 per
month for Hasara in consideration of the various legal, compliance and
governance requirements they continue to fulfill on behalf of the Company.
Aside from the changes to compensation, there were no changes made to the
Agreements and the employment of Virca and Hasara by the Company remains "at
will".
For more information regarding the Agreements, see the Company's Current Reports
on Form 8-K filed with the Securities and Exchange Commission on December 31,
2018 (the "December Current Report"), June 19, 2019, January 3, 2020 and
September 23, 2020. Each of the Agreements are attached as exhibits to the
December Current Report. All descriptions of the Agreements herein are qualified
in their entirety to the text of the exhibits contained in the December Current
Report, which are incorporated herein by reference.
Cautionary Note on Forward-Looking Statements
This Current Report and any related statements of representatives and partners
of the Company contain, or may contain, among other things, certain
"forward-looking statements" within the meaning of the Private Securities
Litigation Reform Act of 1995. Such forward-looking statements involve
significant risks and uncertainties. Such statements may include, without
limitation, statements with respect to the Company's plans, objectives,
projections, expectations and intentions and other statements identified by
words such as "projects," "may," "will," "could," "would," "should," "believes,"
"expects," "anticipates," "estimates," "intends," "plans," or similar
expressions. These statements are based upon the current beliefs and
expectations of the Company's management and are subject to significant risks
and uncertainties, including those detailed in the Company's filings with the
Securities and Exchange Commission. Actual may differ significantly from those
set forth in the forward-looking statements. These forward-looking statements
involve certain risks and uncertainties that are subject to change based on
various factors (many of which are beyond the Company's control). The Company
undertakes no obligation to publicly update any forward-looking statements,
whether as a result of new information, future events or otherwise, except as
required by applicable law.
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