ITEM 5.02DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF DIRECTORS;
APPOINTMENT OF CERTAIN OFFICERS; COMPENSATORY ARRANGEMENTS OF CERTAIN OFFICERS
On July 8, 2021, the Board of Directors (the "Board") of the Company approved
the following changes to its executive leadership.
Resignation of Chief Executive Officer and Chairman of the Board
Effective July 7, 2021, Mr. Paul R. Arena, resigned as Chief Executive Officer,
as Chairman of the Board of Directors, and as a director of the Company. His
resignation did not involve any disagreement with the Company.
Appointment of Chairman of the Board
Effective July 8, 2021, Dr. Jorn Gorlach was unanimously elected as a member of
the Board. Dr. Gorlach formerly served as a member of the Company's Board
between November 1, 2012, until his resignation on July 26, 2017.
Dr. Gorlach has over twenty-five years of experience in the bio-medical field.
In 2001, Dr. Gorlach co-founded AAvantgarde, a management consulting firm
focused on the development and support of start-up companies. Since the
inception of AAvantgarde in 2001, Dr. Gorlach has also served as one of its
directors. As a co-founder and director of AAvantgarde, Dr. Gorlach is
responsible for management consulting, licensing, and general operations. Since
2006, Dr. Gorlach has also served as a co-founder and director of Montecito
BioSciences, Ltd., a diagnostics and testing company with proprietary technology
for point-of-care diagnostics, testing, and data communication.
In 2002, Dr. Gorlach co-founded AAvantgarde Laboratories AG and has served as
its CEO since that time. AAvantgarde Laboratories AG is a research,
development, and licensing company of biotechnology products, particularly in
the field of diagnostics, biological prognostics, and diseases. As CEO, Dr.
Gorlach was responsible for developing the company's business plan, developing
outlines for product concept, research, and development, and leading financing
activities and investor relations. In 2001, Dr. Gorlach co-founded Arcanum
Discovery, Inc., a proteomics and drug discovery company focusing on novel drug
target identifiers and validation. Additionally, from 2001 to 2002, Dr. Gorlach
served as head of business development and finances for Arcanum Discovery, Inc.
where he developed the company's product concept, research and development, and
business plan as well as managed financing activities and investor relations.
In 2001, Dr. Gorlach co-founded Ercole Biotech, Inc., a research stage
biopharmaceutical company involved in the creation of oligonucleotide drugs.
In 1997, Dr. Gorlach co-founded Paradigm Genetics, Inc., a bio-technology
research company. From 1997 to 1999, Dr. Gorlach served as the company's
Director of Research where he was responsible for developing concepts regarding
novel functional genomics platform, focusing on high throughput,
industrialization, systematization, and biology/IT integration. From 1999 to
2000, Dr. Gorlach served as the Director of Project Management for Paradigm
Genetics, Inc. As Director of Project Management, Dr. Gorlach managed customer
projects and research progress. From 2000 to 2001, Dr. Gorlach served as the
company's vice president of business development. As a member of the company's
executive team, Dr. Gorlach was responsible for new projects and the development
of plans in future key business fields. Beginning in 2001 and continuing
through 2002, Dr. Gorlach served as a consultant for Paradigm Genetics, Inc.,
where he supported the company's agricultural project initiatives and customer
negotiations.
From 1996 to 1997, Dr. Gorlach served as the Group Leader of Combinatorial
Biochemistry for Novartis, Inc., a healthcare and scientific research company.
As Group Leader of Combinatorial Biochemistry, Dr. Gorlach led team efforts in
developing pharmaceutically active macrolide and cloning multiple polyketides
genes.
From 1994 to 1996, Dr. Gorlach was a research scientist for Ciba-Geigy, Inc., a
chemical company. As a research scientist, Dr. Gorlach focused on acquired
immunity and chemical regulation in wheat.
From 1991 to 1994, Dr. Gorlach was a research fellow for the Swiss Federal
Institute in Zurich, Switzerland. As a research fellow, Dr. Gorlach focused his
attention on gene regulation of amino acid biosynthetic pathways.
Dr. Gorlach has received a Bachelor of Science Degree in Biochemistry from the
University of Hannover. In 1991, Dr. Gorlach obtained a Master in Science from
the University of Hannover in Biochemistry. In 1994, Dr. Gorlach received a
Ph.D. in Molecular Biology from ETH Zurich, and in 2000, received an MBA from
the Kenan-Flagler Business School at the University of North Carolina-Chapel
Hill.
Family Relationships
There are no family relationships with any of the Company's directors and
officers.
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