Current Report Filing (8-k)
March 18 2019 - 4:05PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
8-K
CURRENT
REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of Earliest Event Reported): March 18, 2019
Dermira, Inc.
(Exact
Name of the Registrant as Specified in Its Charter)
Delaware
(State or Other Jurisdiction of Incorporation)
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001-36668
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27-3267680
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(Commission
File Number)
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(IRS Employer
Identification No.)
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275 Middlefield Road, Suite 150
Menlo Park, California
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94025
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(Address of Principal Executive Offices)
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(Zip Code)
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(650)
421-7200
(Registrants Telephone Number, Including Area Code)
Not Applicable
(Former
Name or Former Address, If Changed Since Last Report)
Check the appropriate box below
if the Form
8-K
filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (
see
General Instruction A.2. below):
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☐
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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☐
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Soliciting material pursuant to Rule
14a-12
under the Exchange Act (17
CFR
240.14a-12)
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☐
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Pre-commencement
communications pursuant to Rule
14d-2(b)
under the Exchange Act (17 CFR
240.14d-2(b))
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☐
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Pre-commencement
communications pursuant to Rule
13e-4(c)
under the Exchange Act (17 CFR
240.13e-4(c))
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Indicate
by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule
12b-2
of the Securities Exchange Act of 1934
(§240.12b-2
of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or
revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 8.01 Other Events.
Executive Compensation
The following
table provides information regarding all plan and
non-plan
compensation awarded to, earned by or paid to the principal executive officer, principal financial officer and the three other most highly compensated
executive officers of Dermira, Inc. (
Dermira
) serving as such at December 31, 2018 (the
Named Executive Officers
) for all services rendered in all capacities during the year ended
December 31, 2018:
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Name and Principal Position
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Salary
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Equity
Awards
(1)
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Non-Equity
Incentive Plan
Compensation
(2)
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All Other
Compensation
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Total
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Thomas G. Wiggans
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$
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572,500
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$
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3,472,353
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$
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326,325
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$
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4,317,178
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Chief Executive Officer and Chairman of the Board
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Andrew L. Guggenhime
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406,930
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1,798,465
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154,633
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2,360,028
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Chief Financial Officer
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Lori Lyons-Williams
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392,040
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2,050,611
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148,975
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113,000
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(3)
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2,704,626
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Chief Commercial Officer
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Luis Peña
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409,170
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1,954,849
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155,485
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2,519,504
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Chief Development Officer
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Christopher Horan
(4)
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300,000
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1,744,420
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114,000
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200,000
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(5)
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2,358,420
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Chief Technical Operations Officer
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(1)
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The amounts reported in the Equity Awards column represent the grant date fair value of the stock
options and restricted stock units granted to the Named Executive Officers during the year ended December 31, 2018 as computed in accordance with Accounting Standards Codification Topic 718. The assumptions used in calculating the grant date
fair value of the equity awards reported in this column are set forth in Notes 2 and 9 to the audited consolidated financial statements included in Dermiras annual report on Form
10-K
for the year ended
December 31, 2018 filed with the Securities and Exchange Commission on February 26, 2019. Note that the amounts reported in this column reflect the accounting cost for these equity awards, and do not correspond to the actual economic value
that may be received by our Named Executive Officers therefrom.
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(2)
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The amounts reported in the
Non-Equity
Incentive Plan
Compensation column represent bonuses earned by the Named Executive Officers under Dermiras incentive compensation guidelines recommended by Dermiras compensation committee (
Compensation Committee
) of the
board of directors (the
Board
) and approved by the Board for the year ended December 31, 2018. Under the guidelines, Mr. Wiggans was entitled to a target bonus of up to 60% of his base salary,
Ms. Lyons-Williams and Messrs. Peña, Guggenhime and Horan were each entitled to a target bonus of up to 40% of his or her base salary. In February 2019, the Compensation Committee determined the actual amounts of the incentive bonuses
for the year ended December 31, 2018 based on Dermiras achievement of corporate objectives. Bonuses of approximately 95% of the target bonuses were paid to the Named Executive Officers based on Dermiras achievement of corporate
objectives.
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(3)
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Represents payments made pursuant to a housing assistance arrangement, which provides for gross cash payments
to Ms. Lyons-Williams on the last day of each month beginning June 30, 2017 for a three-year period equal to $10,000 monthly for the first
12-month
period, $9,000 monthly for the second
12-month
period, and $8,000 monthly for the third
12-month
period, in each case, subject to applicable tax withholdings.
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(4)
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Mr. Horan joined Dermira as its Chief Technical Operations Officer in April 2018.
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(5)
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Represents a
one-time
cash bonus payment made in connection with
Mr. Horans commencement of employment with Dermira.
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on
its behalf by the undersigned hereunto duly authorized.
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DERMIRA, INC.
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Date: March 18, 2019
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By:
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/s/ Andrew L. Guggenhime
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Andrew L. Guggenhime
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Chief Financial Officer
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