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. |
(d)
On August 2, 2022, the Board of Directors (the “Board”) of Reneo Pharmaceuticals, Inc. (the “Company”), upon recommendation of the Nominating and Corporate Governance Committee of the Board, appointed Roshawn Blunt as a Class I director of the Company, with a term of office expiring at the 2025 annual meeting of stockholders. There are no arrangements or understandings between Ms. Blunt and any other person pursuant to which she was selected as a director. In addition, there are no transactions in which Ms. Blunt has an interest that would require disclosure under Item 404(a) of Regulation S-K.
Pursuant to the Company’s Non-Employee Director Compensation Policy, as amended (the “Compensation Policy”), Ms. Blunt (i) will receive an annual cash retainer of $40,000 for service on the Board, and (ii) was granted on the date of her appointment an option to purchase 35,000 shares of the Company’s common stock, which vests in equal monthly installments over a three-year period. The Compensation Policy also provides for further automatic annual option grants to purchase 17,500 shares of the Company’s common stock on the date of each annual meeting of stockholders (which will be pro-rated for Ms. Blunt’s first annual option grant), which vest in full on the earlier of (x) the one-year anniversary of the date of grant or (y) the day prior to the date of the Company’s next annual stockholder meeting. Each of the option grants described above will vest in full in the event of a change in control (as defined in the Company’s 2021 Equity Incentive Plan). Ms. Blunt has also entered into the Company’s standard form of Indemnification Agreement.
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.
| Reneo Pharmaceuticals, Inc. | ||||||
| Date: August 2, 2022 | By: | /s/ Gregory J. Flesher | ||||
| Gregory J. Flesher Chief Executive Officer | ||||||