Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements
of Certain Officers.
On January 4, 2019,
the Board of Directors (the “Board”) of Cryoport, Inc. (the “Company”) appointed Mr. Dan Hancock to the
Board. The Board also expects to appoint Mr. Hancock to the Audit Committee and the Science and Technology Committee.
Mr. Hancock is currently
President of DMH Strategic Consulting LLC, since 2011. He retired from General Motors (“GM”) in 2011, after 43 years
of service in GM's powertrain engineering and general management functions. His last position with GM was Vice President, Global
Strategic Product Alliances. During this period he served as Chairman of GM's DMAX and VM Motori diesel engine joint ventures with
Isuzu and Fiat, respectively. Mr. Hancock's previous appointments at GM included: Vice President, Global Powertrain Engineering;
CEO, Fiat-GM Powertrain; and President, Allison Transmission Division. Mr. Hancock is a director of Westport Fuel Systems (NASDAQ
WPRT), a Vancouver, B.C. based global supplier of clean gaseous fuel parts, and systems for the transportation industry, where
he is also a member of the Human Resources and Compensation Committee and the Nominating and Corporate Governance Committee.
He is also serves as chairman of the board of SuperTurbo Technologies, Inc., a Loveland, CO based privately-held developer of advanced
turbo compounding systems for engines and director of Achates Power, Inc., a San Diego, CA headquartered privately-held developer
of innovative opposed-piston, two-stroke diesel engines. In addition, Mr. Hancock serves in an advisory capacity to several global
suppliers to the automotive and commercial vehicle industries. He was President of SAE International in 2014 and is a member of
the National Academy of Engineering.
Mr. Hancock received
a master’s degree in mechanical engineering from Massachusetts Institute of Technology and a bachelor’s degree also
in mechanical engineering from General Motors Institute (now Kettering University), Michigan.
We believe Mr. Hancock’s global business
experience, strong business acumen, and extensive technical expertise qualifies him well to serve on our Board.
There have been no
related party transactions between the Company and Mr. Hancock, and there were no arrangements or understandings between Mr. Hancock
and any other person pursuant to which he was selected as director.
Mr. Hancock will be
compensated pursuant to the Company’s non-employee director compensation plan as disclosed in the Company's Proxy Statement
on Schedule 14A for the 2018 Annual Meeting of Stockholders including, without limitation, an initial grant of options to purchase
50,000 shares of the Company's common stock vesting ratably on a monthly basis over three years, effective as of, and with an exercise
price equal to the closing price of the Company’s common stock on the date the directorship commences.
A copy of the press release announcing Mr.
Hancock’s appointment is attached to this Current Report on Form 8-K as Exhibit 99.1 and is incorporated herein by this reference.