0001683168-23-002986.txt : 20230505 0001683168-23-002986.hdr.sgml : 20230505 20230505193548 ACCESSION NUMBER: 0001683168-23-002986 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20230426 FILED AS OF DATE: 20230505 DATE AS OF CHANGE: 20230505 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Richieri Richard A. CENTRAL INDEX KEY: 0001976193 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-32839 FILM NUMBER: 23895526 MAIL ADDRESS: STREET 1: 14191 MYFORD ROAD CITY: TUSTIN STATE: CA ZIP: 92780 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Avid Bioservices, Inc. CENTRAL INDEX KEY: 0000704562 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 953698422 STATE OF INCORPORATION: DE FISCAL YEAR END: 0430 BUSINESS ADDRESS: STREET 1: 14191 MYFORD ROAD CITY: TUSTIN STATE: CA ZIP: 92780 BUSINESS PHONE: 714.508.6100 MAIL ADDRESS: STREET 1: 14191 MYFORD ROAD CITY: TUSTIN STATE: CA ZIP: 92780 FORMER COMPANY: FORMER CONFORMED NAME: PEREGRINE PHARMACEUTICALS INC DATE OF NAME CHANGE: 20001109 FORMER COMPANY: FORMER CONFORMED NAME: TECHNICLONE CORP/DE/ DATE OF NAME CHANGE: 19970924 FORMER COMPANY: FORMER CONFORMED NAME: TECHNICLONE INTERNATIONAL CORP DATE OF NAME CHANGE: 19920703 3 1 ownership.xml X0206 3 2023-04-26 0 0000704562 Avid Bioservices, Inc. CDMO 0001976193 Richieri Richard A. 14191 MYFORD ROAD TUSTIN CA 92780 0 1 0 0 Chief Operations Officer Common Stock, $0.001 par value 12122 D Common Stock, $0.001 par value 5905 I By Spouse Stock Option (right to buy) 5.30 2026-10-09 Common Stock 56250 D Stock Option (right to buy) 6.95 2027-07-10 Common Stock 48498 D Restricted Stock Units Common Stock 8093 D Restricted Stock Units Common Stock 4560 D Restricted Stock Units Common Stock 12294 D Performance Stock Units Common Stock 10809 D Performance Stock Units Common Stock 30261 D Stock Option (right to buy) 5.22 2025-12-14 Common Stock 1650 I By Spouse Stock Option (right to buy) 6.07 2026-07-10 Common Stock 1430 I By Spouse Stock Option (right to buy) 6.95 2027-07-10 Common Stock 2000 I By Spouse Restricted Stock Units Common Stock 154 I By Spouse Restricted Stock Units Common Stock 270 I By Spouse Restricted Stock Units Common Stock 360 I By Spouse Restricted Stock Units Common Stock 1079 I By Spouse The stock option granted on October 9, 2019, vests in four (4) equal annual installments beginning October 9, 2020 and each year thereafter until fully-vested. The stock option granted on July 10, 2020, vests in four (4) equal annual installments beginning July 10, 2021 and each year thereafter until fully-vested. The restricted stock units ("RSU") granted on July 10, 2020, vest in four (4) equal annual installments beginning July 10, 2021 and each year thereafter until fully-vested. Each RSU represents the contingent right to receive, upon vesting, one share of the Issuer's Common Stock. The RSUs granted on July 9, 2021, vest in sixteen (16) equal quarterly installments over a four (4) year period beginning October 9, 2021 and each quarter thereafter until fully-vested. The RSUs granted on July 9, 2022, vest in sixteen (16) equal quarterly installments over a four (4) year period beginning October 9, 2022 and each quarter thereafter until fully-vested. The performance stock units ("PSU") granted on July 9, 2021, is subject to the Issuer achieving certain fiscal year revenue and adjusted net profit milestones, weighted 60% and 40%, respectively, over three (3) fiscal year performance periods beginning with the Issuer's fiscal year ending April 30, 2022 and continuing through the fiscal year ending April 30, 2024 (each a "Performance Period"). Subject to the Issuer attaining the applicable fiscal year milestones, 1/3rd of the PSUs will vest on the last day of each fiscal year during the Performance Period. The number of PSUs listed is based on a maximum 200% achievement of each milestone during each remaining Performance Period (the "Maximum Performance Target"). In the event that a milestone is achieved at a rate below the Maximum Performance Target, or is not achieved, the corresponding portion of the PSUs that do not vest will be forfeited. Each PSU represents the contingent right to receive, upon vesting, one share of the Issuer's Common Stock. The PSUs granted on July 9, 2022, is subject to the Issuer achieving certain fiscal year revenue and adjusted net profit milestones, each weighted 50%, over three (3) fiscal year performance periods beginning with the Issuer's fiscal year ending April 30, 2023 and continuing through the fiscal year ending April 30, 2025 (each a "Performance Period"). Subject to the Issuer attaining the applicable fiscal year milestones, 1/3rd of the PSUs will vest on the last day of each fiscal year during the Performance Period. The number of PSUs listed is based on a maximum 200% achievement of each milestone during each Performance Period (the "Maximum Performance Target"). In the event that a milestone is achieved at a rate below the Maximum Performance Target, or is not achieved, the corresponding portion of the PSUs that do not vest will be forfeited. The stock option is fully-vested. The stock option granted on July 10, 2019, vests in four (4) equal annual installments beginning July 10, 2020 and each year thereafter until fully-vested. The RSUs granted on July 10, 2019, vests in four (4) equal annual installments beginning July 10, 2020 and each year thereafter until fully-vested. /s/ Stephen Hedberg, by Power of Attorney for Richard A. Richieri 2023-05-05 EX-24 2 richieri_poa.htm POWER OF ATTORNEY

Exhibit 24

 

SECTION 16

 

POWER OF ATTORNEY

 

The undersigned hereby constitutes and appoints Daniel R. Hart or Stephen Hedberg, or any of them signing singly, with full power of substitution and resubstitution, as the undersigned’s true and lawful attorney in fact to:

 

  1. execute Forms 3, 4 and 5 in accordance with the Act and the rules and regulations thereunder for and on behalf of the undersigned, in the undersigned’s capacity as a Section 16 reporting person of Avid Bioservices, Inc. (the “Company”),
     
  2. do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete and execute any such Form 3, 4, or 5, complete and execute any amendment or amendments thereto, and timely file such form with the SEC and any stock exchange or similar authority, and
     
  3. 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 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 and resubstitution 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 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 is the Company assuming, any of the undersigned’s responsibilities to comply with Section 16 of the Act.

 

This 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.

 

IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this 17th day of April, 2023.

 

 

/s/ Richard A. Richieri       

Richard A. Richieri