Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
Thomas Zelibor
On March 16, 2017 Thomas Zelibor tendered his resignation as Chief Executive Officer of Lightwave Logic, Inc. (the Company) effective April 30, 2017. Mr. Zelibor will retain his position as Chair of the Board. A copy of Mr. Zelibors resignation letter is attached at
Exhibit 99.1
.
Dr. Michael Lebby
On March 16, 2017, the Companys Board of Directors elected Dr. Michael Lebby as the Chief Executive Officer of the Company effective May 1, 2017. Dr. Lebby will also continue to serve as a member of the Companys Board of Directors. Dr. Lebby will resign from the Operations Committee of the Board of Directors effective April 30, 2017.
In connection with his new position, on March 20, 2017, Dr. Lebby entered into an employee agreement with the Company with an effective date of May 1, 2017. Dr. Lebby will receive as compensation, among other things, (i) a base salary of $265,000 per year, and (ii) an option to purchase up 350,000 shares of common stock. The options vest quarterly over one year in equal installments of 87,500 shares per quarter beginning May 1, 2017. All of the options expire on March 19, 2027. The description of Dr. Lebbys employee agreement is not complete, and is qualified in its entirety by reference to the employee agreement attached hereto as
Exhibit 10.1
, which is incorporated by reference herein.
Dr. Lebby, age 56, has served as a director of our Company since August 26, 2015, and he currently serves a member of our Operations Committee. From June 2013 to present, Dr. Lebby has served as President and CEO of OneChip Photonics, Inc., a privately held company headquartered in Ottawa, Canada, that is a leading provider of low-cost, small-footprint, high-performance indium phosphide (InP)-based photonic integrated circuits (PICs) and PIC-based optical sub-assemblies (OSAs) for the Data Center markets. Also, Dr. Lebby presently serves as part-time full professor, and chair of optoelectronics at Glyndwr University in Wales, UK, and as a consultant to bring forward advanced materials, device, and integrated photonics technologies that will generate high margin value as products. Since 2015, Dr. Lebby has been focusing on InP-based photonic integrated circuits (PICs) and optoelectronic integrated circuits (OEICs) for the datacenter segment and has been instrumental in assembling Californias proposal (via USC) to the Federal Government for an integrated photonics manufacturing institute. Dr. Lebby holds a Doctor of Engineering, a Ph.D., a MBA and a Bachelors degree, all from the University of Bradford, United Kingdom.
Andrew Ashton
On March 16, 2017 Andrew Ashton tendered his resignation as a member of the Companys Board of Directors, effective March 22, 2017. Mr. Ashton will retain his positions as Senior Vice President and Secretary of the Company. A copy of Mr. Ashtons resignation letter is attached at
Exhibit 99.2
.
James Marcelli
On March 16, 2017, the Company entered into an amended employee agreement with James S. Marcelli, the Companys President and Chief Operating Officer. The amended employee agreement has an effective date of May 1, 2017. It amends Mr. Marcellis previous employee agreement to (i) increase his base salary to $250,000 per year, and (ii) extend his employee agreements expiration date to December 31, 2019. The description of Mr. Marcellis employee agreement amendment is not complete, and is qualified in its entirety by reference to the employee agreement amendment attached hereto as
Exhibit 10.2
, which is incorporated by reference herein.
Item 8.01
Other Events
On March 22, 2017 the Company issued a press release announcing that the Dr. Michael Lebby will assume the role of Chief Executive Officer effective May 1, 2017 while Tom Zelibor remains Chair of the Board.
The full text of the press release is attached as
Exhibit 99.3
to this report.
Item 9.01