SIGA Technologies Inc.

10/04/2024 | Press release | Distributed by Public on 10/04/2024 14:07

Management Change/Compensation Form 8 K

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

On October 1, 2024, SIGA Technologies, Inc. (the "Company") entered into (i) an amendment to the employment agreement with Daniel J. Luckshire, the Company's Chief Financial Officer (the "Luckshire Amendment") and (ii) an amendment to the employment agreement with Dr. Dennis E. Hruby, the Company's Chief Scientific Officer (the "Hruby Amendment").

The Luckshire Amendment and the Hruby Amendment adjust the mix of Mr. Luckshire and Dr. Hruby's incentive compensation opportunities to increase the use of long-term incentives and thereby further align their interests with the long-term interests of the Company and its stockholders. Pursuant to the Luckshire Amendment and the Hruby Amendment, Mr. Luckshire and Dr. Hruby will each be eligible to: (i) earn a target annual bonus equal to (A) with respect to 2025, 75% of the executive's annual base salary and (B) with respect to 2026 and each calendar year thereafter, 50% of the executive's annual base salary and (ii) receive grants of equity awards with a target aggregate grant date value equal to (A) in 2025, 50% of the executive's annual base salary, (B) in 2026, 75% of the executive's annual base salary and (C) in 2027 and each calendar year thereafter, 100% of the executive's annual base salary.

In addition, the Luckshire Amendment adjusts certain of Mr. Luckshire's severance entitlements to align with the severance entitlements of other similarly situated executive officers of the Company. Specifically, the Luckshire Amendment provides that if Mr. Luckshire experiences a qualifying termination of employment during the period that begins 90 days prior to the occurrence of a change of control of the Company and ends on the second anniversary of the occurrence of a change of control, then Mr. Luckshire will be entitled to, subject to his execution of a release of claims: (i) two times the sum of his annual base salary and target annual bonus opportunity and (ii) eighteen (18) months of COBRA continuation coverage at active employee rates.

The foregoing description of the Luckshire Amendment and the Hruby Amendment does not purport to be complete and is qualified in its entirety by reference to the full text of such amendments, which are filed as Exhibits 10.1 and 10.2 hereto, respectively.