Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
Appointment of Executive Vice President and General Manager
On February 22, 2022, MedAvail Holdings, Inc. (the "Company"), announced that
Steven B. Hess, age 64, was appointed to serve as the Company's Executive Vice
President and General Manager of SpotRx, effective as of February 21, 2022.
Prior to joining the Company, from June 2021 to February 2022, Mr. Hess was the
Chief Pharmacy Officer of MedMinder, a pharmaceutical technology company, where
he increased patient and prescription volumes and implemented strategies to
drive efficiencies. From May 2019 to May 2021, Mr. Hess was the Executive Vice
President of Operations and Technology at Apotheco Pharmacy Group, an access
platform offering specialized care in dermatology, where he led growing the
enterprise with new pharmacies and streamlining the fulfillment process. From
September 2017 until May 2019, Mr. Hess served as Senior Vice President of
Procurement and Facilities at Diplomat Specialty Pharmacy, the nation's largest
independent specialty pharmacy. From May 2016 until September 2017, Mr. Hess
served as Vice President Specialty Pharmacy at Option Care, a leading home
infusion services provider. Previously, Mr. Hess spent 10 years at OptumRx,
formerly Catamaran which he held various roles including Vice President
Operations and Technology and also Vice President Pharmacy Mail Operations, a
full-service prescription drug benefit provider. Prior to that, Mr. Hess held
positions at Evanston Northwestern Healthcare, and owned Health-Rite Pharmacy.
Mr. Hess holds a Bachelor of Science in Pharmacy from the Medical University of
South Carolina.
The Company entered into an Offer Letter and Change of Control and Severance
Agreement with Mr. Hess which provides for, among other matters, (i) an initial
base salary of $335,000 per annum, (ii) a discretionary annual target bonus
equal to fifty percent (50%) of the base salary with the ability to earn up to
one hundred percent (100%) of the base salary based on performance, (iii) an
initial stock option grant to purchase 131,000 shares of Company common stock
under the MedAvail Holdings, Inc. 2021 Equity Incentive Plan (the "2021 Plan"),
which will vest over four years, with twenty-five percent (25%) of the shares
subject to the option vesting on the first anniversary of the vesting
commencement date, (iv) an initial restricted stock unit award of 131,000 shares
of Company common stock under the 2021 Plan, which will vest over three years on
each yearly anniversary of the vesting commencement date, and (v) certain change
of control and severance payments and benefits in the event of a change of
control or involuntary termination of Mr. Hess' employment with the Company
under certain circumstances. The foregoing summary of the Offer Letter and
Change of Control and Severance Agreement does not purport to be complete and is
qualified in its entirety by reference to the full texts of the Offer Letter
that is attached hereto as Exhibit 10.1 and the Change of Control and Severance
Agreement that is attached hereto as Exhibit 10.2, each of which is incorporated
herein by reference.
There are no family relationships between Mr. Hess and any director or executive
officer of the Company, and other than as described above, and no transactions
involving Mr. Hess that would require disclosure under Item 404(a) of Regulation
S-K.
A copy of the Company's press release announcing Mr. Hess' appointment is
attached hereto as Exhibit 99.1 and is incorporated herein by reference.
Item 9.01 Financial Statement and Exhibits.
(d) Exhibits
Exhibit No. Description
10.1 Offer Letter between the Company and Steven Hess
10.2 Change of Control and Severance Agreement between the Company and Steven
Hess
99.1 Press release dated February 22, 2022
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