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Separation Agreements and Employment Agreement
12 Months Ended
Dec. 31, 2013
Separation Agreements and Employment Agreement [Abstract]  
Separation Agreements and Employment Agreement
Separation Agreements and Employment Agreement
As part of the Agreement described in Note 1, the Company entered into an employment agreement with a new President and Chief Executive Officer on January 19, 2012. The annual base salary was to be $240,000 for the first year of employment with the Company and was to increase to $420,000 on the one-year anniversary of the employment start date. In addition, an option to purchase the number of shares of Common Stock equal to 7.5% of the Company’s fully diluted, as-converted shares was awarded (the “First Option”), subject to the terms and conditions of any applicable award agreements and other restrictions and limitations generally applicable to Common Stock or equity awards held by Company executives or otherwise imposed by law. Subject to applicable terms and conditions, the First Option shall vest with respect to 25% of the underlying shares on the one-year anniversary of the employment start date, with the remainder vesting monthly, in equal monthly installments, over the three years thereafter. The First Option is exercisable at a price equal to $0.06 per share of Common Stock. The First option was canceled on September 24, 2013 as part of the 2013 Financing. As a replacement for the First Option Dr. Tidmarsh recieved a restricted stock ("RSA") grant for a number of shares of Common Stock equal to 7.5% of the Company's fully diluted share count after the effect of the capital restructuring and 2013 financing, which amounted to 1,327,048 shares of Common Stock. The RSA's vest as follows: (i) 1/14 vesting January 20, 2015, (ii) 1/14 vesting January 20, 2016, 2/7 vesting on the earlier of first drug approval or stock trading for 20 consecutive days at $10.50/share, (iii) 1/7 vesting on stock trading for 20 consecutive days at $7.00/share, (iv) 1/7 vesting on stock trading for 20 consecutive days at $12.50/share, (v) 1/7 vesting on stock trading for 20 consecutive days at $15.00/share and (vi) 1/7 vesting on stock trading for 20 consecutive days at $17.50/share, an unvested shares will be forfeited if not satisfied within 7 years from date of grant.