Organovo Reports Inducement Grants Under NASDAQ Listing Rule 5635(c)(4)
April 24 2017 - 5:00PM
Organovo Holdings, Inc. (NASDAQ:ONVO) (“Organovo” or the
“Company”), a three-dimensional biology company focused on
delivering scientific and medical breakthroughs using its 3D
bioprinting technology, announced the grant of inducement awards on
April 24, 2017 to Taylor J. Crouch, its new chief executive officer
and president. The inducement awards were approved by the
compensation committee of the Company’s board of directors and
issued as a material inducement to Mr. Crouch agreeing to join the
Company in accordance with NASDAQ Listing Rule 5635(c)(4).
Pursuant to the terms of his offer letter, Mr. Crouch received a
stock option to purchase 2,088,212 shares of Organovo’s common
stock (the “Stock Option”) and a performance-based restricted stock
unit award for 208,822 shares of common stock (the “PBRSU”).
The Stock Option has an exercise price of $2.73 per share, which is
equal to the closing price of Organovo’s common stock on April 24,
2017. One-fourth of the option shares will vest on April 24,
2018, and the remaining option shares will vest on a quarterly
basis over the next three years, subject to Mr. Crouch’s continuous
service through the applicable vesting date. The PBRSU will
vest according to the Company’s achievement of performance metrics
approved and certified by the compensation committee. The
Stock Option and PBRSU both have ten year terms. While the
Stock Option and PBRSU were issued as inducement grants outside of
the Company’s 2012 Equity Incentive Plan (the “Plan”), the terms
and conditions applicable to the Stock Option and PBRSU will be
consistent with the Plan, the stock option and restricted stock
unit awards previously granted to the Company’s executive officers
under the Plan and the Company’s Severance and Change in Control
Plan.
About Organovo Holdings,
Inc.Organovo designs and creates functional,
three-dimensional human tissues for use in medical research and
therapeutic applications. The Company develops 3D human
tissue models through internal development and in collaboration
with pharmaceutical, academic and other partners.
Organovo's 3D human tissues have the potential to accelerate
the drug discovery process, enabling treatments to be developed
faster and at lower cost. The Company’s ExVive Human Liver
and Kidney Tissues are used in toxicology and other preclinical
drug testing. The Company also actively conducts early
research on specific tissues for therapeutic use in direct surgical
applications. In addition to numerous scientific
publications, the Company’s technology has been featured
in The Wall Street Journal, Time Magazine, The Economist,
Forbes, and numerous other media outlets. Organovo is
changing the shape of life science research and transforming
medical care. Learn more
at www.organovo.com.
Forward-Looking Statements Any statements
contained in this press release that do not describe historical
facts constitute forward-looking statements as that term is defined
in the Private Securities Litigation Reform Act of 1995. Any
forward-looking statements contained herein are based on current
expectations, but are subject to a number of risks and
uncertainties. The factors that could cause the Company's
actual future results to differ materially from current
expectations include, but are not limited to, risks and
uncertainties relating to the Company's ability to develop, market
and sell products and services based on its technology; the
expected benefits and efficacy of the Company's products, services
and technology; the Company’s ability to successfully complete
studies and provide the technical information required to support
market acceptance of its products, services and technology, on a
timely basis or at all; the Company's business, research, product
development, regulatory approval, marketing and distribution plans
and strategies, including its use of third party distributors; the
Company's ability to successfully complete the contracts and
recognize the revenue represented by the contracts included in its
previously reported total contract bookings and secure additional
contracted collaborative relationships; the final results of the
Company's preclinical studies may be different from the Company's
studies or interim preclinical data results and may not support
further clinical development of its therapeutic tissues; the
Company may not successfully complete the required preclinical and
clinical trials required to obtain regulatory approval for its
therapeutic tissues on a timely basis or at all; and the Company’s
ability to meet its fiscal year 2017 outlook and/or its long-range
outlook. These and other factors are identified and described
in more detail in the Company's filings with the SEC,
including its Annual Report on Form 10-K filed with
the SEC on June 9, 2016 and its Quarterly Report on
Form 10-Q filed with the SEC on February 9, 2017. You should
not place undue reliance on these forward-looking statements, which
speak only as of the date that they were made. These
cautionary statements should be considered with any written or oral
forward-looking statements that the Company may issue in the
future. Except as required by applicable law, including the
securities laws of the United States, the Company does
not intend to update any of the forward-looking statements to
conform these statements to reflect actual results, later events or
circumstances or to reflect the occurrence of unanticipated
events.
Investor Contact:
Steve Kunszabo
Organovo Holdings, Inc.
+1 (858) 224-1092
skunszabo@organovo.com
Press Contact:
Jessica Yingling, Ph.D.
Little Dog Communications
+1 (858) 480-2411
jessica@litldog.com
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