SEC Form 8-K filed by Eliem Therapeutics Inc
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
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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. |
Separation of Dr. Morisset
On August 23, 2024, Eliem Therapeutics, Inc. (the “Company”) and Valerie Morisset, Ph.D., the Executive Vice President, Research and Development and Chief Scientific Officer of the Company agreed that Dr. Morisset would separate from the Company in connection with the Company’s decision to focus on developing therapeutics for autoimmune-driven inflammatory diseases, including budoprutug, an anti-CD19 monoclonal antibody and cease its separate operations located in the United Kingdom. On August 23, 2024, the Company and Dr. Morisset entered into a settlement agreement (the “Settlement Agreement”) confirming the terms of her separation from the Company. Dr. Morisset’s employment ended on August 23, 2024 (the “Separation Date”).
Pursuant to the Settlement Agreement, which contains an effective, general release of claims in favor of the Company and its affiliates and representatives, the Company has agreed to provide Dr. Morisset with the benefits that she would have received had her employment been terminated by the Company without cause or by her for good reason not in connection with a change in control, as described in her Executive Employment Agreement, dated May 3, 2021, including (1) 18 months of her base salary, (2) a lump sum equal to her pro rata annual performance bonus for 2024, based on the target amount and (3) accelerated vesting as of the Separation Date of the unvested portion of the time and service-based equity awards held by Dr. Morisset that were scheduled to vest and become exercisable in the 12-month period following the Separation Date.
The foregoing description of the Settlement Agreement does not purport to be complete and is qualified in its entirety by the full text of the Settlement Agreement, a copy of which is attached as Exhibit 10.1 hereto and incorporated herein by reference.
Appointment of Principal Financial Officer; Resignation of Executive Chairman
On August 26, 2024, the Board of Directors of the Company (the “Board”) appointed Brett Kaplan, the Company’s Chief Operating Officer, to serve as principal financial officer. The appointment was made in connection with Andrew Levin’s resignation from his role as Executive Chairman of the Company. Dr. Levin continues to serve as a director of the Company and was appointed Chairman of the Board in connection with his resignation as Executive Chairman.
Biographical information regarding Dr. Kaplan has been previously disclosed in the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on August 26, 2024, announcing his appointment as Chief Operating Officer (the “Prior Form 8-K”), which information is incorporated herein by reference. In connection with his appointment as principal financial officer, Dr. Kaplan did not receive any consideration nor were any modifications made to Dr. Kaplan’s existing offer letter or outstanding equity awards, which are described in the Prior Form 8-K. There is no arrangement or understanding between Dr. Kaplan and any other person pursuant to which Dr. Kaplan was appointed as the principal financial officer of the Company. There are no related party transactions between the Company and Dr. Kaplan reportable under Item 404(a) of Regulation S-K and no family relationships between Dr. Kaplan and any of the Company’s directors or officers.
| Item 9.01. | Financial Statements and Exhibits |
(d) Exhibits
| Exhibit |
Description | |
| 10.1 | Settlement Agreement, dated August 23, 2024, between Eliem Therapeutics, Inc. and Valerie Morisset, Ph.D. | |
| 104 | Cover Page Interactive Data File (formatted as Inline XBRL) | |
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 thereunto duly authorized.
| Eliem Therapeutics, Inc. | ||||||
| Date: August 27, 2024 | By: | /s/ Aoife Brennan | ||||
| Aoife Brennan, M.B., Ch.B. | ||||||
| President and Chief Executive Officer | ||||||