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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 May 6, 2024, the Board of Directors (the “Board”) of TriSalus Life Sciences, Inc. (the “Company”) increased the size of the Board to ten directors and appointed Liselotte Hyveled as a Class I director of the Company, with a term of office expiring at the 2024 annual meeting of stockholders. There are no arrangements or understandings between Ms. Hyveled and any other person pursuant to which she was selected as a director. In addition, there are no transactions in which Ms. Hyveled has an interest that would require disclosure under Item 404(a) of Regulation S-K.
Pursuant to the Company’s compensation policy for non-employee directors (the “Compensation Policy”), Ms. Hyveled (x) will receive an annual cash retainer of $50,000 for service as a member of the Board, and (y) was granted on the effective date of her appointment an option to purchase 35,000 shares of common stock, which vests annually over a three-year period from the date of grant. The Compensation Policy also provides for further automatic annual option grants to purchase 15,000 shares of common stock on the date of each annual stockholder meeting, which will vest on the earlier of (i) the one-year anniversary of the grant and (ii) the next annual stockholder meeting; provided in each case Ms. Hyveled provides continuous service. Ms. Hyveled will enter into the Company’s standard form of Indemnity Agreement for directors of the Company.
Ms. Hyveled will also serve as a member of the Nominating and Corporate Governance Committee of the Board (the “Nominating Committee”) and the Science and Technology Committee of the Board (the “Science and Technology Committee”). Pursuant to the Compensation Policy, Ms. Hyveled will receive an additional annual cash retainer of $7,500 for her service as a member of the Nominating Committee and $7,500 for her service as a member of the Science and Technology Committee.
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.
| TriSalus Life Sciences, Inc. | ||
| By: | /s/ Sean Murphy | |
| Sean Murphy | ||
| Chief Financial Officer | ||
Dated: May 7, 2024