Effective Time, Robert E. Hoffman, Srinivas Akkaraju, M.D., Ph.D. and Eric Zhang were appointed to serve on the audit committee, Shahzad Malik, M.D., Robert E. Hoffman and Raymond Tabibiazar,
M.D. were appointed to serve on the compensation committee, and Srinivas Akkaraju, M.D., Ph.D., Amato Giaccia, Ph.D. and Robert E. Hoffman were appointed to serve on the nominating and corporate governance committee.
Biographical information regarding the Combined Companys directors, other than Robert E. Hoffman, which is set forth below, and executive officers after
the closing of the Merger is set forth under the caption Management Following The Merger Executive Officers and Directors of the Combined Company Following the Merger in the Proxy Statement and is incorporated by reference herein.
Robert E. Hoffman
, 52, has served as a member of the Combined Companys board of directors since October 2018. Since April 2017,
Mr. Hoffman has served as Chief Financial Officer and Senior Vice President, Finance at Heron Therapeutics, Inc., a biotechnology company. From September 2016 to April 2017, Mr. Hoffman served as Executive Vice President and Chief
Financial Officer of Innovus Pharmaceuticals, Inc., a biopharmaceutical company. Prior to joining Innovus Pharmaceuticals, Inc., Mr. Hoffman served as Chief Financial Officer of AnaptysBio, Inc., a biopharmaceutical company, from 2015 until
2016. In 1997, he was part of the founding management team of Arena Pharmaceuticals, Inc., a biopharmaceutical company, ultimately serving as Senior Vice President, Finance and Chief Financial Officer until March 2011, and then again from August
2011 until July 2015. From March 2011 to August 2011, Mr. Hoffman served as Chief Financial Officer of Polaris Group, a biopharmaceutical company. Mr. Hoffman is a member of the board of directors of Kura Oncology, Inc., a
biopharmaceutical company, and DelMar Pharmaceuticals, Inc., a biopharmaceutical company. He also is a member of the Financial Accounting Standards Boards Small Business Advisory Committee and is a member of the steering committee of the
Association of Bioscience Financial Officers. Mr. Hoffman received his B.B.A. from St. Bonaventure University and is licensed as a C.P.A. (inactive) in the State of California.
In accordance with Combined Companys policy as currently in effect, each of the
non-employee
directors will
receive a cash retainer for his service on the board of directors and for service on each committee of which he is a member, as well as specified initial and annual equity awards under the Versartis 2014 Equity Incentive Plan. However, the board of
directors is currently reviewing the policy in light of the Combined Companys current circumstances, and no such equity awards have been granted in 2018. The Combined Companys
non-employee
director
compensation policy as currently in effect is described under the caption Versartis Directors, Officers and Corporate Governance Versartis
Non-Employee
Director Compensation Policy in the
Proxy Statement, and this summary is incorporated by reference herein.
Each director has executed the Combined Companys standard form of
indemnification agreement, a copy of which has been filed as Exhibit 10.10 to Amendment No. 1 to Versartis Registration Statement on Form
S-1
(File
No. 333-193997)
filed with the SEC on March 6, 2014, and such exhibit is incorporated by reference herein.
Appointment of Chief Financial Officer
Immediately after
the Effective Time, Vinay Shah was appointed Chief Financial Officer of the Combined Company. Mr. Shahs offer letter from Aravive, as currently in effect, provides for an annual base salary of $278,100, with an annual target bonus of 20%
of his base salary. In connection with his employment by Aravive, Mr. Shah was granted options to purchase shares of Aravive common stock, each of which had a per share exercise price equal to the fair market value of Aravive common stock on
the grant date. At the Effective Time, these options were fully vested and were converted into options to purchase shares of Company Common Stock in the manner described above under Item 2.01. Following the reverse stock split described below under
Item 5.03, Mr. Shah held options to purchase an aggregate of 95,381 shares of Company Common Stock. The compensation committee of the Combined Companys board of directors intends to review executive compensation in the near future in
light of the Combined Companys current circumstances.