0001593968-19-001871.txt : 20190910 0001593968-19-001871.hdr.sgml : 20190910 20190910161553 ACCESSION NUMBER: 0001593968-19-001871 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20190910 FILED AS OF DATE: 20190910 DATE AS OF CHANGE: 20190910 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Waksal Harlan CENTRAL INDEX KEY: 0001449008 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37841 FILM NUMBER: 191085520 MAIL ADDRESS: STREET 1: WAKSAL CONSULTING LLC STREET 2: 7 NORTH WILLOW STREET, SUITE 6 CITY: MONTCLAIR STATE: NJ ZIP: 07042 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Kadmon Holdings, Inc. CENTRAL INDEX KEY: 0001557142 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 273576929 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 450 EAST 29TH STREET CITY: NEW YORK STATE: NY ZIP: 10016 BUSINESS PHONE: 212-308-6000 MAIL ADDRESS: STREET 1: 450 EAST 29TH STREET CITY: NEW YORK STATE: NY ZIP: 10016 FORMER COMPANY: FORMER CONFORMED NAME: Kadmon Holdings, LLC DATE OF NAME CHANGE: 20120829 4 1 primary_01.xml PRIMARY DOCUMENT X0306 4 2019-09-10 0001557142 Kadmon Holdings, Inc. KDMN 0001449008 Waksal Harlan C/O KADMON HOLDINGS, INC. 450 E. 29TH STREET NEW YORK NY 10016 true true false false President, CEO Performance Stock Option (right to buy) 4.06 2019-09-10 4 A false 109167 A 2019-09-10 2028-04-03 Common Stock, par value $0.001 109167 436668 D On April 3, 2018, the reporting person was granted performance based stock options to purchase an aggregate of 982,500 shares of Kadmon Holdings, Inc. common stock (the "Performance Options"), which may be earned based on the achievement of three separate performance goals related to the Company's operating and research and development activities. Any Performance Options earned will generally vest in three equal installments on specified vesting dates between the date of achievement of the performance goals and the third anniversary of the grant date based on continued employment. The compensation committee of the board of directors of the Company has determined the first, second and third performance goals have been met, and 109,167 Performance Options vested on September 10, 2019. Only represents derivative securities of this class. /s/ Gregory S. Moss, Attorney-in-Fact 2019-09-10 EX-24 2 poa_waksal2019.txt EX-24 DOCUMENT LIMITED POWER OF ATTORNEY FOR SECTION 16 REPORTING OBLIGATIONS Know all by these presents, that the undersigned hereby makes, constitutes and appoints each of Steven Meehan and Gregory S. Moss, signing singly and each acting individually, as the undersigned's true and lawful attorney-in-fact with full power and authority as hereinafter described to: (1) execute for and on behalf of the undersigned, in the undersigned's capacity as an officer and/or director of Kadmon Holdings, Inc. (the "Company"), Forms 3, 4 and 5 (including any amendments thereto) in accordance with Section 16(a) of the Securities Exchange Act of 1934 and the rules thereunder (the "Exchange Act"); (2) do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to prepare, complete and execute any such Form 3, 4, or 5, prepare, complete and execute any amendment or amendments thereto, and timely deliver and file such form with the United States Securities and Exchange Commission (the "SEC") and any stock exchange or similar authority, including without limitation the filing of a Form ID or any other application materials to enable the undersigned to gain or maintain access to the Electronic Data Gathering, Analysis and Retrieval system of the SEC; (3) seek or obtain, as the undersigned's representative and on the undersigned's behalf, information regarding transactions in the Company's securities from any third party, including brokers, employee benefit plan administrators and trustees, and the undersigned hereby authorizes any such person to release any such information to such attorney-in-fact and approves and ratifies any such release of information; and (4) take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorney-in-fact, may be of benefit to, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this Limited Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve in such attorney-in-fact's discretion. The undersigned hereby grants to each such attorney-in-fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary, or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, or such attorney-in-fact's substitute or substitutes, shall lawfully do or cause to be done by virtue of this Limited Power of Attorney and the rights and powers herein granted. The undersigned acknowledges that the foregoing attorneys-in-fact, in serving in such capacity at the request of the undersigned, are not assuming nor relieving, nor is the Company assuming nor relieving, any of the undersigned's responsibilities to comply with Section 16 of the Exchange Act. The undersigned acknowledges that neither the Company nor the foregoing attorneys-in-fact assume (i) any liability for the undersigned's responsibility to comply with the requirement of the Exchange Act, (ii) any liability of the undersigned for any failure to comply with such requirements, or (iii) any obligation or liability of the undersigned for profit disgorgement under Section 16(b) of the Exchange Act. This Limited Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file Forms 3, 4, and 5 with respect to the undersigned's holdings of and transactions in securities issued by the Company, unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorneys-in-fact. This Limited Power of Attorney shall supersede and replace in its entirety any and all previously executed limited power's of attorney between the undersigned and the Company. [Signature page follows.] IN WITNESS WHEREOF, the undersigned has caused this Limited Power of Attorney to be executed as of this 12th day of June, 2019. /s/ Harlan W. Waksal Signature Harlan W. Waksal Print Name