Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On July 18, 2020, the Board of Directors (the "Board") of Protagenic Therapeutics, Inc. (the "Company") voted unanimously to:





  ? Increase the size of the Board from five directors to six directors as
    permitted under Article II, Section 2 of the Company's Bylaws, and
  ? Appoint Jennifer Buell, Ph.D. as a member of the Board, effective immediately,
    to fill the vacancy created by such increase and to serve until the next
    annual meeting of shareholders.

Dr. Buell serves as the President and Chief Operating Officer of Agenus Inc.

Since 2013, Dr. Buell has served Agenus as the Head of Global R&D operations, Head of Research, and Chief External Affairs and Communications Officer. During her tenure, Dr. Buell advanced the expansion of Agenus from a neoantigen vaccine company to a global, fully-integrated platform company with a unique pipeline of immune modulating antibodies, adoptive cell therapies, adjuvants, and cancer vaccines. With over 20 years of biopharmaceutical R&D experience, Dr. Buell has a proven record of success in R&D leadership, most recently at Agenus, where she has led high performing teams in outpacing large pharmaceutical companies in advancing novel therapies to the clinic through Agenus' proprietary pipeline and in collaboration with Incyte, Merck, and Gilead. Prior to joining Agenus, Dr. Buell held leadership positions in R&D operations at Bristol-Myers Squibb and was later responsible for Programs and Alliances at Harvard Clinical (Baim), where she led the strategy and operations of a portfolio of programs in oncology, neurology, nephrology, and cardiometabolic diseases. Dr. Buell obtained her PhD in Cellular, Biochemical, and Molecular Biochemistry with an MS in Biostatistics from Tufts University in Boston, Massachusetts.

In recognition of her service as a clinical consultant to the Company, Dr.Buell was issued options to purchase 100,000 shares of the Company's common stock at an exercise price of $1.75 per share. The options vest as follows: monthly over 48 months. In recognition of her upcoming service as a Director of the Company, Dr. Buell was issued 45,000 options that vest monthly over 12 months. In each case the vesting commenced on the date of grant, July 18, 2020.

Dr. Buell was also appointed to serve on two Committees of the Board - the Nominating and Corporate Governance Committee and the Science Committee.

The four Committees of the Board are currently comprised as follows:





Audit Committee

Brian Corvese (Chair)

Khalil Barrage



Compensation Committee

Khalil Barrage (Chair)

Brian Corvese

Josh Silverman

Nominating and Corporate Governance Committee



Josh Silverman (Chair)

Brian Corvese

Jennifer Buell, PhD



Science Committee

Jennifer Buell, PhD (Chair)

Robert Stein, MD, PhD

Garo Armen, PhD



2

© Edgar Online, source Glimpses