SEC Form 8-K filed by Aadi Bioscience Inc.
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
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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.
On September 15, 2024, the Compensation Committee of the Board of Directors of Aadi Bioscience, Inc. (the “Company”) approved a retention bonus program (the “Retention Bonuses”) for certain Company employees, including certain executive officers, in each case pursuant to, and subject to the terms and conditions of, a retention bonus letter (each, a “Retention Bonus Letter”).
On September 18, 2024, the Company entered into a Retention Bonus Letter with each of David J. Lennon, Ph.D., the Company’s President and Chief Executive Officer, and Scott Giacobello, the Company’s Chief Financial Officer, pursuant to which the Company will pay, subject to the terms and conditions of the Retention Bonus Letter, a retention bonus of $390,000 to Dr. Lennon and $220,000 to Mr. Giacobello, in each case if such executive officer remains an employee of the Company through the earlier of (i) March 31, 2025 or (ii) the date of a Change of Control (as defined in the letter) (such date, the “Retention Date”). The Retention Bonuses, to the extent earned, are payable, less applicable withholdings, within ten (10) business days following the Retention Date.
If, prior to the applicable Retention Date, the Company terminates the employment of Dr. Lennon or Mr. Giacobello other than for Cause (as defined in the Retention Bonus Letter), death or Disability (as defined in the Retention Bonus Letter), or the applicable executive officer resigns from his employment for Good Reason (as defined in the Retention Bonus Letter), then, subject to the terms and conditions of the Retention Bonus Letter, including the applicable executive officer’s execution and non-revocation of a separation agreement and release of claims in a form reasonably satisfactory to the Company, the applicable executive officer will be entitled to receive a lump sum severance payment in the amount of the Retention Bonus, payable less applicable withholdings on the sixty-first (61st) day following his termination of employment.
The preceding description of the Retention Bonus Letters does not purport to be complete and is qualified in its entirety by reference to the form of Retention Bonus Letter filed herewith as Exhibit 10.1 and incorporated herein by reference.
| Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits
| Exhibit No. |
Description | |
| 10.1 | Form of Retention Bonus Letter | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) | |
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.
Dated: September 19, 2024
| /s/ Scott Giacobello |
| Scott Giacobello Chief Financial Officer |