Current Report Filing (8-k)
August 15 2017 - 4:17PM
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
August 11, 2017
Date of Report (Date of earliest event reported)
AEVI GENOMIC MEDICINE, INC.
(Exact name of registrant as specified in its charter)
Delaware
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1-35112
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98-0217544
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(State or other jurisdiction of
incorporation or organization)
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(Commission File Number)
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(I.R.S. Employer
Identification No.)
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435 Devon Park Drive, Suite 715
Wayne, Pennsylvania 19087
(Address of principal executive offices,
zip code)
(610) 254-4201
(Registrant’s 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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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
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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.
¨
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Item 5.02.
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Departure of Directors or Certain Officers; Election
of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
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Stock Option Grants
On August 11, 2017, the Compensation Committee of the Board
of Directors (the “Compensation Committee”) of Aevi Genomic Medicine, Inc. (the “Company”) approved retention
awards of options to purchase shares of the Company’s common stock to certain executive officers of the Company pursuant
to the Company’s Stock Incentive Plan, as amended and restated (the “Plan”). The options are exercisable for
$1.32 per share (the closing price on the date of grant) and will vest as follows (rounded up to the nearest whole share of common
stock): one-third on August 11, 2018, then the remaining amount vesting in 24 equal monthly installments on the 11th day of each
subsequent calendar month, subject to the recipient’s continued employment with the Company. The stock options are subject
to accelerated vesting upon the occurrence of a “Change in Control” as provided in the Plan.
The table below sets forth the number of stock options awarded
to the Company’s executive officers:
Name
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Title
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Number of
Options
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Michael F. Cola
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President and Chief Executive Officer
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500,000
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Brian D. Piper
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Chief Financial Officer and Corporate Secretary
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380,000
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Garry A. Neil
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Chief Scientific Officer
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400,000
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Base Salary Increase
In addition, the Compensation Committee approved an increase
in the annual base salary for Brian D. Piper, the Company’s Chief Financial Officer and Corporate Secretary, from $300,000
to $330,000, effective as of August 11, 2017.
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.
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AEVI GENOMIC MEDICINE, INC.
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Date: August 15, 2017
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By:
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/s/ Michael F. Cola
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Name:
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Michael F. Cola
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Title:
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President and Chief Executive Officer
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