Item 5.02. Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of
Certain Officers
On September 24, 2021, the board of directors (the "Board") of Jiya Acquisition
Corp. (the "Company") announced that Dr. Lori Friedman, PhD was appointed to
serve as a Class I director of the Company with a term expiring at the Company's
first annual meeting of stockholders. Dr. Friedman was determined to be an
"independent director" as defined in the applicable Nasdaq listing standards,
and she was appointed to the Board's audit committee and as chair of the Board's
compensation committee.
Dr. Friedman brings over 20 years of experience in cancer research, including
expertise in target discovery and validation, drug discovery, pharmacology and
biomarkers. She is currently the Chief Scientific Officer at ORIC
Pharmaceuticals where she leads discovery research, preclinical development
sciences and manufacturing. Prior to ORIC, Lori spent 15 years at Genentech,
where she held roles of increasing responsibility including head of
translational oncology for Genentech Research and Early Development (gRED),
where her team advanced more than 20 programs into clinical development. Dr.
Friedman also sat on multiple cross-functional leadership teams tasked with
strategic and technical review of Genentech's oncology research and development
pipeline projects as well as in-licensing opportunities. Prior to Genentech, Dr.
Friedman held various scientific leadership roles at Exelixis. She completed
post-doctoral work at the University of Washington and at Cambridge University,
and a PhD in molecular and cell biology from UC Berkeley.
In connection with her appointment to the Board, Dr. Friedman will be granted
30,000 Class B Shares of the Company, which will be granted by Jiya Holding
Company LLC, the Company's sponsor. The Class B Shares are subject to forfeiture
if Dr. Friedman ceases to serve as a director on the Board at any time before
the consummation of the Company's initial business combination.
The appointment of Dr. Friedman as a member of the Board was not made pursuant
to any arrangement or understanding with respect to any other person. In
addition, there are no related persons transactions (within the meaning of Item
404(a) of Regulation S-K) involving Dr. Friedman and the Company and/or its
subsidiaries.
In addition, on September 23, 2021, Perry Karsen resigned from the Board
effective immediately. Mr. Karsen's resignation did not result from any
disagreement with the Company concerning any matter relating to the Company's
operations, policies or practices.
Item 7.01. Regulation FD Disclosure.
On September 24, 2021, the Company announced that it has engaged Graham Brazier
as Strategic Advisor to the Company. Mr. Brazier brings 30 years of biopharma
executive experience and has successfully led numerous transaction teams through
company acquisitions, co-development and co-promotion deals, compound in- and
outs licensing, product disposals, research collaborations, patent licenses and
other strategic transactions. Mr. Brazier recently retired from Bristol Myers
Squibb (BMS), where he was Senior Vice President, Business Development and ran
the BD Transactions Group for almost 20 years. Prior to joining BMS, he was
Senior Vice President, Corporate Development at 3-Dimensional Pharmaceuticals, a
drug discovery company and before that Vice President, Worldwide Business
Development at SmithKline Beecham Pharmaceuticals, where he spent 10 years. Mr.
Brazier is a fellow of the Chartered Association of Certified Accountants,
United Kingdom.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
Exhibit No. Exhibit
104 Cover Page Interactive Data File (embedded within the Inline XBRL
document).
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