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): February 10, 2015
NEOTHETICS, INC.
(Exact name of registrant as specified in its charter)
| Delaware | 001-36754 | 20-8527075 | ||
| (State or Other Jurisdiction of Incorporation) |
(Commission File Number) |
(I.R.S. Employer Identification Number) |
9191 Towne Centre Drive, Suite 400, San Diego, CA 92122
(Address of principal executive offices, with zip code)
(858) 750-1008
(Registrant’s telephone number, including area code)
n/a
(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 February 10, 2015, the Board of Directors (the “Board”) of Neothetics, Inc. (the “Company”), upon recommendation of the Compensation Committee of the Board, approved (a) the 2015 base salaries , (b) 2015 target cash bonus program and amounts, expressed as a percentage of 2015 base salaries, and (c) grants of options to purchase shares of common stock (the “Options”) under the Company’s 2014 Equity Incentive Plan for the Company’s principal executive officer, principal financial officer and other named executive officers as defined under applicable securities laws (together the “Executive Officers”). The Company’s goals for 2015 were approved by the Board and include both research and development and business goals.
The Options vest and become exercisable in forty-eight (48) equal monthly installments beginning from the grant date on February 10, 2015 and have an exercise price of $6.79 per share.
The 2015 base salaries, 2015 target cash bonus amounts and the Options granted for each of our Executive Officers are set forth below:
| Recipients |
Title |
2015 Base Salary | Bonus Target (%) | Options | ||||||||||
| George W. Mahaffey | Chairman, President and Chief Executive Officer | $ | 415,000 | 40.0 | N/A | |||||||||
| Kenneth W. Locke, Ph.D. | Chief Scientific Officer | $ | 327,257 | 30.0 | 16,288 | |||||||||
| Susan A. Knudson | Chief Financial Officer | $ | 275,010 | 30.0 | 45,607 | |||||||||
| Christopher Kemmerer, Ph.D. | Vice President, Pharmaceutical Development and Manufacturing | $ | 251,160 | 30.0 | 42,350 | |||||||||
| Lincoln Krochmal, M.D. | Chief Medical Officer | $ | 324,450 | 30.0 | 16,288 | |||||||||
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.
| NEOTHETICS, INC. | ||||||
| Date: February 17, 2015 | By: | /s/ George W. Mahaffey | ||||
| George W. Mahaffey | ||||||
| President and Chief Executive Officer | ||||||