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

Resignation of Stephen Squinto, Ph.D. as a Class I Director

On July 14, 2022, Stephen Squinto, Ph.D. informed the Board of Directors (the "Board") of SpringWorks Therapeutics, Inc. (the "Company") that he is resigning as a member of the Board and as a member of the research and development committee of the Board, effective immediately. Dr. Squinto's resignation is not the result of any dispute or disagreement with the Company.

The Company and Dr. Squinto have entered into a consulting agreement, effective immediately following his resignation, pursuant to which Dr. Squinto has agreed to provide consulting and advisory services to the Company from time to time, for a period of two (2) years. The Company has agreed to pay Dr. Squinto an hourly rate of $300 for providing such consulting services and reimburse for any pre-approved reasonable, documented out-of-pocket expenses.

Appointment of Carlos Alban as a Class I Director

Also on July 14, 2022, upon the recommendation of its Nominating and Corporate Governance Committee, the Board appointed Carlos Alban as a member of the Board, effective as of July 14, 2022. The Board determined that Mr. Alban is independent under the listing standards of Nasdaq and the Company's corporate governance guidelines. Mr. Alban will serve as a Class I director with a term expiring at the annual meeting of stockholders to be held in 2023. Mr. Alban was not appointed to serve on any committees of the Board at this time.

As a non-employee director, Mr. Alban will receive cash compensation and equity awards for his Board service in accordance with the Company's amended and restated non-employee director compensation policy. In connection with his appointment, Mr. Alban received initial equity grants of (i) options to purchase up to 30,160 shares of the Company's common stock having an exercise price of $28.93, the closing market price of the Company's common stock on the Nasdaq Global Select Market on July 14, 2022; and (ii) restricted stock unit awards, representing 10,058 shares of the Company's common stock.

Mr. Alban is not a party to any transaction with the Company that would require disclosure under Item 404(a) of Regulation S-K, and there are no arrangements or understandings between Mr. Alban and any other persons pursuant to which he was selected as a director. In addition, Mr. Alban will enter into an indemnification agreement with the Company consistent with the form of indemnification agreement entered into between the Company and its existing non-employee directors.

The Company issued a press release on July 15, 2022 announcing the appointment of Mr. Alban to the Board. A copy of this press release is furnished as Exhibit 99.1 to this report on Form 8-K and is incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.



(d) Exhibits

  Exhibit
    No.        Description
  99.1           Press Release issued by SpringWorks Therapeutics, Inc. on July 15, 2022.

104            Cover page interactive data file (embedded within the Inline XBRL document)

© Edgar Online, source Glimpses