UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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| Item 5.02. | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
On December 22, 2023, Alaunos Therapeutics, Inc. (the “Company”) entered into a Separation and Release Agreement, effective December 22, 2023, with Kevin S. Boyle, Sr. (the “Separation Agreement”), the Company’s Chief Executive Officer, in connection with Mr. Boyle’s termination. Pursuant to the terms of his employment agreement, upon his termination Mr. Boyle was deemed to automatically resign from the Company’s board of directors.
Pursuant to the terms of the Separation Agreement, and subject to customary conditions, the Company has agreed to pay Mr. Boyle a one-time separation payment in an amount equal to six months of Mr. Boyle’s base salary and the cost of six months of COBRA premiums for Mr. Boyle, or approximately $331,990 less all applicable income and payroll taxes, deductions and withholdings. Mr. Boyle has agreed to make himself reasonably available to the Company to provide information related to his transition out of the Company. The Separation Agreement also provides for a customary mutual release of all claims by the Company and Mr. Boyle against one another.
The Company and Mr. Boyle also entered into a consulting agreement (the “Consulting Agreement”), effective January 1, 2024, pursuant to which Mr. Boyle will continue providing strategic and advisory services to the Company. The Consulting Agreement will continue for a period of six months. The Consulting Agreement provides for compensation at a fixed rate of $15,000 per month and reimbursement by the Company for any usual and customary expenses incurred by Mr. Boyle in connection with performing services pursuant to the Consulting Agreement.
The foregoing descriptions of the Separation Agreement and the Consulting Agreement do not purport to be complete and are qualified in their entirety by reference to the full texts of such agreements, which will be filed as exhibits to the Company’s Annual Report on Form 10-K for the year ending December 31, 2023.
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.
| Alaunos Therapeutics, Inc. | ||||||
| Date: December 28, 2023 | By: | /s/ Michael Wong | ||||
| Name: | Michael Wong | |||||
| Title: | Vice President, Finance | |||||
Document and Entity Information |
Dec. 22, 2023 |
|---|---|
| Cover [Abstract] | |
| Amendment Flag | false |
| Entity Central Index Key | 0001107421 |
| Document Type | 8-K |
| Document Period End Date | Dec. 22, 2023 |
| Entity Registrant Name | Alaunos Therapeutics, Inc. |
| Entity Incorporation State Country Code | DE |
| Entity File Number | 001-33038 |
| Entity Tax Identification Number | 84-1475642 |
| Entity Address, Address Line One | 2617 Bissonnet St |
| Entity Address, Address Line Two | Suite 225 |
| Entity Address, City or Town | Houston |
| Entity Address, State or Province | TX |
| Entity Address, Postal Zip Code | 77005 |
| City Area Code | (346) |
| Local Phone Number | 355-4099 |
| Written Communications | false |
| Soliciting Material | false |
| Pre Commencement Tender Offer | false |
| Pre Commencement Issuer Tender Offer | false |
| Security 12b Title | Common Stock, par value $0.001 per share |
| Trading Symbol | TCRT |
| Security Exchange Name | NASDAQ |
| Entity Emerging Growth Company | false |