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EX-10.1 - EXHIBIT 10.1 - Aevi Genomic Medicine, Inc.v361671_ex10-1.htm

 

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

 

November 29, 2013 (November 27, 2013)
Date of Report (Date of earliest event reported)

 

MEDGENICS, INC.
(Exact name of registrant as specified in its charter)

 

Delaware 1-35112 98-0217544
(State or other jurisdiction of
incorporation or organization)
(Commission File Number) (I.R.S. Employer
Identification No.)

 

435 Devon Park Drive, Building 700

Wayne, Pennsylvania 19087

(Address of principal executive offices, zip code)

 

(610) 254-4201
(Registrant’s telephone number, including area code)

 

555 California Street, Suite 365

San Francisco, California 94104

(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):

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 
 
Item 5.02.Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

 

On November 27, 2013, Medgenics, Inc., a Delaware corporation (the “Company”), notified Clarence L. “Butch” Dellio, the Company’s Chief Operating Officer, and Marvin R. Garovoy, the Company’s Chief Medical Officer, of the termination of their respective employment agreements, effective December 31, 2013.

 

In connection with the termination of his employment, on November 27, 2013, the Company entered into a separation agreement with Mr. Dellio . Such separation agreement confirms the obligation of the Company to continue to pay Mr. Dellio’s salary for six months following the termination date, as provided in his employment agreement in the event of a termination without cause. In addition, all unvested stock options held by Mr. Dellio will vest as of December 31, 2013, and all options vested as of such date will be exercisable through December 31, 2014. The Company intends to enter into a separation agreement on the same terms with Dr. Garovoy.

 

The foregoing description of the separation agreement with Mr. Dellio is qualified in its entirety by reference to such agreement, a copy of which is filed as Exhibit 10.1, to this Form 8-K and incorporated by reference herein.

 

 

Item 9.01.Financial Statements and Exhibits.

 

(d) Exhibits. The following exhibit is furnished herewith:

 

Exhibit No. Description
   
10.1 Separation Agreement, dated as of November 27, 2013, between Medgenics, Inc. and Clarence L. Dellio.
   

 

 
 

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.

 

  MEDGENICS, INC.
   
   
  By: /s/ Phyllis K. Bellin  
    Name: Phyllis K. Bellin
    Title: Vice President – Administration

 

 

 

Date: November 29, 2013