08/16/2024 | Press release | Distributed by Public on 08/16/2024 14:02
Item 5.02 |
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers |
The Board of Directors of Vincerx Pharma, Inc. (the "Company") and the stockholders of the Company have approved a one-timestock option repricing and exchange program (the "Stock Option Repricing and Exchange Program"). As a result, effective on August 12, 2024 (the "Effective Date"), the exercise price of all outstanding stock options held by employees (including the Company's executive officers) and consultants of the Company that were granted under the Company's 2020 Stock Incentive Plan (the "2020 Plan") and that were "underwater" (had an exercise price per share greater than $0.5485, the closing price of the Company's common stock on the Effective Date) was reduced to $0.55 per share, except that a premium exercise price will apply for certain exercises, as described below.
In order to be able to exercise stock options at the reduced exercise price, holders of repriced stock options must remain in the continuous employment or service with the Company for a specified retention period that begins on the Effective Date and ends on the earliest of (i) August 12, 2025, (ii) consummation of a Change in Control of the Company (as defined in the 2020 Plan), or (iii) the holder's death, disability, or termination without cause; otherwise the holder will be required to pay a premium exercise price equal to the original (higher) exercise price per share of the stock option.
No other terms of the stock options were modified, and the stock options will continue to vest according to their original vesting schedules and will retain their original expiration dates.