Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain
Officer.
On May 27, 2021, Magenta Therapeutics, Inc. (the "Company") announced that John
Davis, its Chief Medical Officer and Head of Research and Development, intends
to resign from his position for family reasons. Dr. Davis will remain with the
Company as Chief Medical Officer and Head of Research and Development through a
transition period that is expected to end no later than July 30, 2021. Following
the transition period, Dr. Davis will become a member of Magenta's Scientific
Advisory Board. Dr. Davis' departure was not related to any disagreements with
the Company on any matter relating to its operations, policies, practices or any
issues regarding financial disclosures, accounting or legal matters. The Company
has commenced a formal search for a new chief medical officer.
Dr. Davis played an important role in helping to build the Company's experienced
Research and Development team that is strongly positioned to further advance the
Company's clinical-stage pipeline. The R&D Committee of the Company's Board of
Directors and additional external clinical development advisors will provide
guidance and oversight during Dr. Davis' transition period to further support
the Company's management in their clinical development efforts. The R&D
Committee is comprised of Michael W. Bonney, Dr. David Scadden, Dr. Tom Daniel
and Alison Lawton.
In connection with the transition, the Company expects to enter into an
agreement with Dr. Davis which, among other things, continues his current
compensation and benefits during the transition period. The agreement is
expected to also include certain standard terms and conditions, including a
release of claims, continued compliance with his confidentiality obligations,
non-competition and non-solicitation restrictions, and certain other restrictive
covenants.
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