Item
5.02. Departure of directors or certain officers; election of directors; appointment of certain officers; compensatory arrangements
of certain officers
On
July 27, 2018, the board of directors increased the number of directors to eleven and appointed the following directors, all of
whom are independent directors, to serve for a term of one year and until their successors are elected and qualified.
Michael
Davidov
Jay
Moore
Stefan
Mancas
Mark
Hamilton
Thomas
Cooney
Michael
Doron
Effective
July 31, 2018, the Company appointed Dr. Alan Smith as executive vice president for 4P Therapeutics, and he will serve as the
head of 4P Therapeutics.
Michael
Davidov, 43, is founding partner and CIO of Global Value Partners (GVP) / Middle Kingdom Value Fund which deals in special situations
with a catalyst investment strategy in US and Chinese public companies. In the past Mr. Davidov held different positions for such
companies as Alexadria Capital Partners, were he advised Chinese companies on their corporate structures and supervised US side
of going public roadmaps; Middle Kingdom Alliance Corporation. Mr. Davidov will be chairman of the audit committee.
Jay
Moore, 45, is a marketing executive with more than 20 years of accomplishments in Internet technologies, web services, professional
sports, and entertainment. He is currently the vice president of marketing for StackPath, a global platform of secure edge
services. He previously held marketing roles with XOS Digital, a leader is sports video software, and both the Cleveland Cavaliers
and Orlando Magic of the National Basketball Association. Moore holds a Bachelor’s Degree in Communication Studies from the University
of California, Santa Barbara and a Master’s Degree in Sports Administration from Florida State University. Mr. Moore will be a
member of the audit committee.
Stefan
Mancas, 42, received a Ph.D. in Applied Mathematics from the University of Central Florida in May 2007 under the supervision of
Dr. Roy S. Choudhury, with the dissertation topic “Dissipative Solitons in the cubic-quintic Complex Ginzburg Landau
equation: Bifurcations and Spatiotemporal Structure” for which he received the Outstanding Dissertation Award in 2008.
Dr. Mancas is a full Professor and Associate Chair in the Department of Mathematics at Embry-Riddle Aeronautical University.
His current areas of research activities involve finding analytical solutions to nonlinear evolution equations and dynamical systems.
He is the co-founder of the nonlinear Waves Lab which contains a 10 m. long water tank used for research in water
waves, solitons in shallow water, vortex solitons, soliton ships, surface waves and wind-wave interaction, microcavitation, design
and optimization, submarine currents, autonomous underwater vehicles, tractor beams, etc. He is also the organizer of national
and international conferences in applied mathematics, and has published more than 40 articles in refereed journals.
Mark Hamilton, 33, currently works for BDO in Ireland with a current
specialism in client management and lead business development responsibilities. He is a qualified accountant, an experienced businessman
and financial advisor with a proven track record in managing relationships, clients and staff across various industries and sectors.
Mr. Hamilton’s ACA qualification and working experience in Corporate Finance, Corporate Advisory and Insolvency assists the
Company in his role as an independent board member. Mr. Hamilton received a B.Sc. in Business and Management from Dublin Institute
of Technology in 2008 and subsequently received 1
st
class honours in his post Graduate degree specializing in Accountancy
in 2009.
Thomas Cooney, 55, is Professor of Entrepreneurship at the Dublin
Institute of Technology, Academic Director of the DIT Institute for Minority Entrepreneurship, Adjunct Professor at the University
of Turku (Finland) and Editor of the journal Small Enterprise Research. He is a former President of the International Council for
Small Business (2012-13) and of the European Council for Small Business (2009-11), and was Chair of the ICSB 2014 World Entrepreneurship
Conference. He is a policy advisor to Governments, European Commission, OECD and other international organizations. He was a founding
director of Startup Ireland and is a director of several busineses, and he works in various capacities with a range of commercial
and not-for-profit enterprises. He has researched and published widely on the topic of entrepreneurship
Michael Doron, 57, is the co-founding partner at Cidron Ventures
AB. Cidron Ventures is a venture capital funds specializing in Series A and B financings of disruptive technology companies across
the Nordic region. The fund’s core focus is on capital efficient and B2B software propositions. Mr. Doron has had a significant
role with the financing, development and turnaround strategy of MusclePharm Inc., a healthy lifestyle company, Previously, Mr.
Doron served on non-profit boards for more than 11 years while being active in several community service organizations. Mr. Doron
attended The University of Maryland and American University.
Alan
Smith, Ph.D., 53, co-founded 4P Therapeutics in 2011 and serves as vice president, clinical, regulatory, quality, and operations.
Previously, he was with Altea Therapeutics, most recently serving as vice president, product development and head of clinical
research and development, regulatory affairs, and project management. At Altea, he led major research and development programs
with pharmaceutical companies such as Eli Lilly, Amylin, Hospira, Elan, and Novartis. He joined Altea as one of the first employees
and spent 12 years growing its multidisciplinary drug delivery research and development organization. Dr. Smith has 20 years of
experience in the research and development of drug and biologic delivery systems, diagnostics and medical devices for treatment
and management of diabetes, chronic pain and cardiovascular disease. Prior to joining Altea Therapeutics, he led the development
of transdermal glucose monitoring systems at SpectRx, Inc., a publicly traded noninvasive diagnostics company. Dr. Smith received
Ph.D. and M.S. degrees in Biomedical Engineering from Rutgers University and the University of Medicine and Dentistry of New Jersey.
He currently serves on the Editorial Advisory Board of Expert Opinion on Drug Delivery.