Outlook Therapeutics Inc. filed SEC Form 8-K: Leadership Update
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| Item 5.02 | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
Departure of Chief Executive Officer
On December 3, 2024, C. Russell Trenary III stepped down as the President and Chief Executive Officer of Outlook Therapeutics, Inc. (the “Company”) and as a member of the Company’s Board of Directors (the “Board”), effective immediately (the “Effective Date”). The Board has resolved to reduce its size to nine directors immediately upon Mr. Trenary’s resignation.
Mr. Trenary’s departure constitutes a termination of employment without “cause” for purposes of any employment, equity compensation or benefit agreement, plan or arrangement of the Company and its subsidiaries to which Mr. Trenary is a party or otherwise participates, including that certain executive employment agreement, dated as of July 6, 2021, by and between Mr. Trenary and the Company (the “Employment Agreement”). Accordingly, subject to Mr. Trenary’s execution and non-revocation of a separation agreement containing a release of claims against the Company, Mr. Trenary will receive severance benefits consistent with the Employment Agreement for a termination of employment without “cause.” A description of Mr. Trenary’s severance benefits is set forth in the Company’s Definitive Proxy Statement on Schedule 14A, filed with the Securities and Exchange Commission on June 26, 2024, and is incorporated by reference herein.
Appointment of Interim Chief Executive Officer
On December 3, 2024, Lawrence A. Kenyon, 59, the Company’s Chief Financial Officer, was appointed Interim Chief Executive Officer of the Company, effective as of the Effective Date, to serve while the Board conducts a formal search process to identify and appoint a permanent Chief Executive Officer. Mr. Kenyon’s biographical information is set forth in the Company’s Definitive Proxy Statement on Schedule 14A, filed with the Securities and Exchange Commission on February 8, 2024, and is incorporated by reference herein. There are no arrangements or understandings between Mr. Kenyon and any other persons pursuant to which he was appointed as Interim Chief Executive Officer. There are no family relationships between Mr. Kenyon and any of the Company’s other directors or executive officers, and Mr. Kenyon is not a party to any transaction, or any proposed transaction, required to be disclosed pursuant to Item 404(a) of Regulation S-K.
SIGNATURES
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.
| Outlook Therapeutics, Inc. | ||
| Date: December 4, 2024 | By: | /s/ Lawrence A. Kenyon |
| Lawrence A. Kenyon | ||
| Interim Chief Executive Officer and Chief Financial Officer | ||