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

(b)(c)



On April 19, 2022, Travere Therapeutics, Inc. (the "Company") and Laura Clague
mutually agreed to the timeline and terms surrounding the planned retirement of
Ms. Clague, who will step down from her position as the Company's Chief
Financial Officer effective as of August 31, 2022 or such earlier date as may be
mutually agreed by Ms. Clague and the Company (the "Officer Resignation Date").
Christopher Cline, the Company's current Senior Vice President, Investor
Relations and Corporate Communications has been named as Ms. Clague's successor
to be appointed as Chief Financial Officer, effective as of September 1, 2022.
As discussed in greater detail below, Ms. Clague has agreed to continue with the
Company into the first quarter of 2023 to facilitate a smooth transition of
responsibilities.

Mr. Cline, age 38, has more than 15 years of industry experience in investor
relations, corporate communications, and financial strategy, planning and
analysis. Since joining the Company in 2014, Mr. Cline has been responsible for
leading engagement with the investment community, as well as building a
developed corporate communications infrastructure. From April 2017 to September
2019, he served as Vice President, Investor Relations and Corporate
Communications, and since September 2019 has served as Senior Vice President,
Investor Relations and Corporate Communications. Prior to the Company, Mr. Cline
was a member of the global investor relations group at Elan Corporation, plc, a
biotechnology company acquired by Perrigo Company, and a member of the financial
planning and analysis group at Phase Forward Incorporated, a provider of
integrated data management solutions for clinical trials and drug safety,
acquired by Oracle. Mr. Cline is a CFA® charterholder and holds a B.S. in
Finance from the Williams College of Business at Xavier University.

In connection with Mr. Cline's appointment as Chief Financial Officer, on August
14, 2022, the Company entered into an Employment Agreement with Mr. Cline (the
"Employment Agreement"), which has an effective date of September 1, 2022 (the
"Effective Date"). The Compensation Committee (the "Compensation Committee") of
the Company's Board of Directors (the "Board") has approved the following
compensation for Mr. Cline pursuant to the Employment Agreement: (i) an annual
base salary of $430,000, effective as of the Effective Date, and (ii) a one-time
grant of the following, each with a grant date of September 1, 2022 and made
pursuant to the Company's 2018 Equity Incentive Plan: (A) a stock option to
purchase 48,000 shares of the Company's common stock (the "Option"), (B) a
time-based restricted stock unit award covering 5,000 shares of the Company's
common stock (the "Time-Based RSU") and (C) a performance restricted stock unit
award covering 9,840 shares of the Company's common stock (the "PSUs" and,
together with the Option and the Time-Based RSU, the "Equity Awards"). The
Option has a 10-year term and will vest over four years, with 1/4th vesting on
the one-year anniversary of the grant date and the remaining 3/4ths vesting over
the following three years in 36 equal monthly installments. The Time-Based RSU
will vest over four years, with 1/4th vesting on each anniversary of the grant
date. The PSUs will vest upon achievement of certain corporate objectives,
including a clinical/regulatory objective and a commercial objective. Except as
provided in the Employment Agreement, the vesting of the Equity Awards is
subject to Mr. Cline's continuous service through each applicable vesting date.

The Employment Agreement also provides that Mr. Cline is eligible for an annual
incentive bonus (the "target annual bonus") of 50% of his base salary (which
will be subject to the terms and conditions of the Company's Executive Officer
Annual Bonus Plan). The target annual bonus will be determined by the
Compensation Committee or the Board of Directors, based on the achievement of
annual corporate performance goals.

Pursuant to the Employment Agreement, in the event of Mr. Cline's termination by
the Company without cause or in the event of his termination due to a
constructive termination, in exchange for a general release in favor of the
Company, Mr. Cline will be entitled to severance benefits consisting of, among
other things, (i) a cash compensation amount equal to his annual base salary
plus annual target bonus, paid in equal installments over a period of 12 months,
(ii) payment of the cost of COBRA coverage for a period of up to 12 months and
(iii) acceleration of the vesting of all outstanding stock awards such that the
amount of shares vested under such stock awards equals the number of shares that
would have vested if Mr. Cline had continued to render services to the Company
for 12 months following his separation from service. Additionally, in connection
with a change in control of the Company, if Mr. Cline's employment with the
Company is terminated without cause or in the event of his termination due to a
constructive termination, in exchange for a general release in favor of the
Company, Mr. Cline will be entitled to severance benefits consisting of, among
other things, (i) a cash compensation amount equal to his annual base salary
plus annual target bonus, multiplied by 1.5, paid in a single lump-sum amount,
(ii) payment of the cost of COBRA coverage for a period of up to 18 months and
(iii) acceleration of the vesting of all outstanding stock awards such that all
outstanding stock awards become fully vested.

The foregoing description of the Employment Agreement is only a summary and is
qualified in its entirety by reference to the complete terms and conditions of
the Employment Agreement, which is filed as Exhibit 10.1 to this Current Report
on Form 8-K/A and incorporated herein by reference.


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Mr. Cline has also entered into the Company's standard form of indemnity agreement in the form previously approved by the Board, which form is filed as

Exhibit 10.1 to the Company's Quarterly Report on Form 10-Q, filed with the SEC on May 1, 2018.




(e)

On April 19, 2022, the Company and Ms. Clague entered into a Retirement and
Transition Agreement (the "Transition Agreement") in support of the
above-described transition. Pursuant to the Transition Agreement, Ms. Clague
will continue to be employed as the Company's Chief Financial Officer through
the Officer Resignation Date. During the period between the Officer Resignation
Date and the Employment Termination Date (as defined below) (the "Transition
Period"), Ms. Clague will continue to serve as an employee of the Company but
will no longer have the powers, duties and responsibilities commensurate with
the position of Chief Financial Officer. During the Transition Period, Ms.
Clague will assist the Company in transitioning her former duties and
responsibilities as Chief Financial Officer of the Company to Mr. Cline and will
provide other services and reasonable transition assistance. Effective as of
March 31, 2023, or such earlier date following the Officer Resignation Date that
Ms. Clague and the Company mutually designate (the "Employment Termination
Date"), Ms. Clague's employment with the Company will terminate.

Prior to the Transition Period, Ms. Clague will continue to receive her current
base salary. During the Transition Period, Ms. Clague will receive a reduced
base salary equal to approximately 70% of her current base salary. Ms. Clague
will remain eligible to receive her annual cash incentive bonus payment for
2022, as determined by the Board and/or the Compensation Committee. Ms. Clague
will also remain eligible to participate in the Company's cash incentive bonus
program for 2023 on a pro rata basis, as determined by the Board and/or its
Compensation Committee, with a reduced target bonus percentage of 40%.

Ms. Clague will not be entitled to any further stock awards or equity grants
from the Company but any stock awards and equity grants previously granted to
Ms. Clague will continue to vest and become exercisable during the Transition
Period in accordance with their terms. The equity awards previously granted to
Ms. Clague under, or subject to, the Company's 2014, 2015 or 2018 Equity
Incentive Plans and then held by her, other than certain performance-based
restricted stock units granted to Ms. Clague in January 2020 and January 2022
(collectively, the "Covered Awards"), shall continue to vest and become
exercisable following the Employment Termination Date, and any such equity award
that is a stock option shall remain exercisable until three months following the
last vesting date with respect to any of the Covered Awards, but no later than
the end of the original full term of such stock option. As a condition to
receiving the foregoing payments and benefits, Ms. Clague has agreed to execute
and deliver, on the Employment Termination Date, a general release in favor of
the Company and its affiliates.

The foregoing summary does not purport to be complete and is qualified in its
entirety by reference to the full text of the Transition Agreement, a copy of
which is filed as   Exhibit 10.1   to the Initial Form 8-K and incorporated by
reference herein.


Forward-Looking Statements

This Current Report on Form 8-K/A contains "forward-looking statements" as that
term is defined in the Private Securities Litigation Reform Act of 1995. Without
limiting the foregoing, these statements are often identified by the words
"may", "might", "believes", "thinks", "anticipates", "plans", "potential",
"expects", "intends" or similar expressions. In addition, expressions of our
strategies, intentions or plans are also forward-looking statements. Such
forward-looking statements include, but are not limited to, references to the
expected timing of the planned Chief Financial Officer transition and the
Employment Termination Date. Such forward-looking statements are based on
current information available to the Company and involve inherent risks and
uncertainties, including factors that could delay, divert or change any such
forward-looking statements, and could cause actual outcomes and results to
differ materially from current expectations. No forward-looking statement can be
guaranteed. Among the factors that could cause actual results to differ
materially from those indicated in the forward-looking statements are risks and
uncertainties associated with clinical development and the regulatory review and
approval process. In addition, such risks and uncertainties may include those
described in the Company's Quarterly Report on Form 10-Q for the quarter ended
June 30, 2022, as filed with the Securities and Exchange Commission on August 4,
2022. You are cautioned not to place undue reliance on any forward-looking
statements as there are important factors that could cause actual results to
differ materially from those in any forward-looking statements, many of which
are beyond our control. Except to the extent required by law, the Company
undertakes no obligation to publicly update any forward-looking statements.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

Exhibit No. Description


                         Employment Agreement, effective September 1, 2022,

between the Company and


      10.1             Christopher Cline.
      104              Cover Page Interactive Data File (embedded within the Inline XBRL document).







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Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

TRAVERE THERAPEUTICS, INC.

Dated: August 17, 2022                                                 By:

/s/ Elizabeth E. Reed

Name: Elizabeth E. Reed

Senior Vice President, General

Title: Counsel and Secretary

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