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. |
On March 7, 2025, the Board of Directors of Metsera, Inc. (the “Company”) approved 2024 annual cash bonuses to the Company’s named executive officers for the year ended December 31, 2024 (the “Named Executive Officers”) at 100% of each individual’s target annual bonus based on the Company’s performance for 2024.
The other compensation for the Named Executive Officers for the year ended December 31, 2024 was previously reported by the Company in the Summary Compensation Table included in the Company’s prospectus filed with the Securities and Exchange Commission on January 31, 2025 pursuant to Rule 424(b) under the Securities Act of 1933, as amended (the “Prospectus”), relating to the Company’s Registration Statement on Form S-1 (No. 333-284225). However, as of the date of the Prospectus, 2024 annual cash bonuses for the Named Executive Officers had not yet been determined, and therefore such bonus amounts were omitted from the Summary Compensation Table for 2024.
The table below updates the previously reported Summary Compensation Table by reflecting the annual cash bonuses paid to each Named Executive Officer with respect to 2024, and restating each Named Executive Officer’s total compensation amount for 2024.
| Name and Principal Position |
Year | Bonus ($) | Total ($) | |||||||||
| Christopher Whitten Bernard(3) President and Chief Executive Officer |
2024 | 241,644 | 5,969,222 | |||||||||
| Clive A. Meanwell, M.B., Ch.B., M.D.(4) Executive Chairman and former Chief Executive Officer |
2024 | 59,836 | 1,859,617 | |||||||||
| Christopher Visioli(5) Chief Financial Officer, Chief Business Officer |
2024 | 190,000 | 3,039,019 | |||||||||
| Brian Hubbard, Ph.D. Chief Scientific Officer |
2024 | 181,430 | 1,196,932 | |||||||||
| Gbola Amusa, M.D.(6) Former Chief Financial Officer |
2024 | 133,336 | 1,752,153 | |||||||||
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.
| METSERA, INC. | ||||||
| Date: March 10, 2025 | By: | /s/ Christopher Whitten Bernard | ||||
| Christopher Whitten Bernard | ||||||
| President and Chief Executive Officer | ||||||