Vivani Medical Inc. filed SEC Form 8-K: Leadership Update, Regulation FD Disclosure, Financial Statements and Exhibits
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 |
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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 Former Chief Financial Officer
On June 10, 2025, Brigid Makes notified Vivani Medical, Inc. (the “Company”) of her decision to resign from her role as Chief Financial Officer, Principal Financial Officer and Principal Accounting Officer, of the Company, effective as of June 15, 2025. Ms. Makes’ decision to step down from the role of Chief Financial Officer was not based on any disagreement with the Company on any matter relating to its operations, policies or practices.
Appointment of Anthony Baldor
On June 11, 2025, the board of directors (the “Board”) of the Company appointed Anthony Baldor, to serve as the Company’s Chief Financial Officer, Principal Financial Officer and Principal Accounting Officer, effective June 15, 2025 (the “Effective Date”).
Prior to his appointment as the Company’s Chief Financial Officer, Mr. Baldor, age 43, served as Chief Financial Officer of Diakonos Oncology Corp. from January 2024 to December 2024, where he led the company’s Series Seed and Series A financings. Prior to that, Mr. Baldor was Vice President of Corporate Strategy and Development at 4D Molecular Therapeutics, Inc. (Nasdaq: FDMT) from July 2019 to June 2023, where he played a pivotal role in the company’s Series C financing, initial public offering, and various key partnership activities. Earlier in his career, Mr. Baldor worked in the Equity Research group at Jefferies Group, LLC from 2016 to 2019 and has also held roles at several life sciences firms, including BioInnovation Capital, LLC, RMI Partners, and Cequent Pharmaceuticals, Inc. Mr. Baldor holds a B.A. from Vassar College and both an M.B.A. and Master of Data Science from the University of California, Berkeley.
In connection with his appointment as the Company’s Chief Financial Officer, Principal Financial Officer and Principal Accounting Officer, and as approved by the Compensation Committee of the Board (the “Compensation Committee”), Mr. Baldor and the Company have entered into an offer letter agreement (the “Offer Letter”) pursuant to which Mr. Baldor is entitled to receive the following compensation: (i) initial base salary at the rate of $450,000 per year, (ii) a cash bonus pursuant to the Company’s cash bonus program with amounts and performance goals to be determined by the Compensation Committee and (iii) an initial option award to purchase 600,000 shares of the Company’s common stock, at a per share exercise price equal to the fair market value of a share of the Company’s common stock on the date of grant, pursuant to the Company’s 2022 Omnibus Incentive Plan and stock option agreement entered into with the Company, one fourth of which will vest on the first anniversary of the Effective Date, and the remainder will vest ratably in equal monthly installments over the remaining three years, subject to continued employment with the Company.
In addition, Mr. Baldor will enter into the Company’s standard director and officer indemnification agreement effective as of the Effective Date. There are no arrangements or understandings between Mr. Baldor and any other persons pursuant to which he was appointed as Chief Financial Officer, Principal Financial Officer and Principal Accounting Officer. In addition, there are no family relationships between Mr. Baldor and any other director or executive officer of the Company, and Mr. Baldor has no direct or indirect material interest in any transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K.
The foregoing description of the Offer Letter is qualified in its entirety by reference to the full text of such letter, which the Company plans to file as an exhibit to its Quarterly Report on Form 10-Q for the quarter ended June 30, 2025.
Item 7.01 Regulation FD Disclosure.
On June 11, 2025, the Company issued a press release announcing the management changes discussed above. A copy of that press release is furnished as Exhibit 99.1 hereto and incorporated herein by reference.
The information contained in this Item 7.01 of this Current Report on Form 8-K, including Exhibit 99.1 attached hereto, is intended to be furnished and shall not be deemed “filed” for purposes of Section 18 of the Exchange Act, or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such filing.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
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Exhibit No. |
Description |
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99.1 |
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104 |
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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 thereunto duly authorized.
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VIVANI MEDICAL, INC. |
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Date: June 11, 2025 |
By: |
/s/ Donald Dwyer |
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Name: |
Donald Dwyer |
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Title: |
Chief Business Officer |