UNITED STATES
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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.
Appointment of Alison D. Schecter, M.D. as President of Research and Development
On March 3, 2021, Axcella Health Inc. (the “Company”) announced that Alison D. Schecter, M.D., has been appointed to serve as the Company’s President of Research and Development, effective as of March 15, 2021 (the “Effective Date”).
Dr. Schecter brings to Axcella more than 20 years of research and development, clinical and regulatory experience. Previously, she served as Chief Medical Officer at Selecta Biosciences, Inc. and as Global Project Head, Rare Diseases at Sanofi-Genzyme. Prior to this, Dr. Schecter was Global Program Head at Baxalta, where she was instrumental in obtaining multinational approvals for the company’s hemophilia drug candidates. Earlier, she also held roles in translational medicine, cardiovascular and metabolism product innovation at the Johnson & Johnson Innovation Center and the Novartis Institutes of Biomedical Research (NIBR). Dr. Schecter started her career in academia as Associate Professor in Immunology and Medicine and co-founder and co-director of the Cardiovascular Research Institute at the Icahn School of Medicine at Mount Sinai. She is a boarded cardiologist and internist who completed an Internal Medicine residency at The Johns Hopkins Hospital, a Cardiology fellowship at Massachusetts General Hospital and a Research Fellowship at Mount Sinai School of Medicine. Dr. Schecter earned her medical degree from SUNY Downstate Health Sciences University.
Employment Agreement with Dr. Schecter
In connection with her appointment as President of Research and Development, Dr. Schecter and the Company entered into an Employment Agreement, dated March 2, 2021 (the “Schecter Employment Agreement”).
Pursuant to the terms of the Schecter Employment Agreement, Dr. Schecter will receive an annual base salary of $450,000 and is eligible to receive an annual target bonus of 40% of her annual base salary, based on achievement of certain individual and corporate milestones to be determined and approved by the Board of Directors of the Company (the “Board”). On the Effective Date, Dr. Schecter will also receive an option to purchase 250,000 shares of the Company’s common stock, with 25% of such shares vesting on the first anniversary of the Effective Date and the remaining shares vesting in 12 equal quarterly installments thereafter, subject to Dr. Schecter’s continued service to the Company. Under the Schecter Employment Agreement, Dr. Schecter will also be eligible to receive options to purchase up to 75,000 shares of common stock upon the achievement of certain performance-based milestones, as determined by and subject to the approval of the Board. Dr. Schecter’s employment is “at will” and may be terminated at any time by the Company or Dr. Schecter.
The foregoing description of the Schecter Employment Agreement is not complete and is qualified in its entirety by the copy thereof which is attached as Exhibit 10.1 and incorporated herein by reference.
Departure of Chief Medical Officer
On March 3, 2021, Manu Chakravarthy, M.D., Ph.D., the Company’s Chief Medical Officer, submitted notice to the Company of his resignation, effective March 5, 2021, to pursue other opportunities. The Company thanks Dr. Chakravarthy for his contributions.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits:
| Exhibit No. |
Description | |
| 10.1 | Employment Agreement, by and between the Company and Alison D. Schecter, dated as of March 2, 2021. | |
| 99.1 | Press Release issued by the Company on March 3, 2021, furnished hereto. | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
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.
| AXCELLA HEALTH INC. | ||
| Date: March 3, 2021 | By: | /s/ William R. Hinshaw, Jr. |
| William R. Hinshaw, Jr. | ||
| Chief Executive Officer, President and Director | ||