Item 5.02
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Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers;
Compensatory Arrangements of Certain Officers
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On November 25, 2019, the Board of Directors of RAPT
Therapeutics, Inc. (the Company) appointed Rodney Young as the Chief Financial Officer and Secretary and the principal financial officer of the Company effective as of December 2, 2019.
Mr. Young, age 57, served as Chief Financial Officer at Cellerant Therapeutics, Inc., a biotechnology company, from June 2015 to November
2019. From May 2014 to February 2015, Mr. Young served as Chief Financial Officer at Aimmune Therapeutics, Inc., a public biotechnology company, and from September 2005 to December 2013 he served as Chief Financial Officer and Vice President,
Finance and Administration at StemCells, Inc., a public biotechnology company. Mr. Young obtained an M.B.A. in Finance and Accounting from the Booth School of Business at the University of Chicago and received his B.A. in Economics from the
University of Chicago.
In connection with Mr. Youngs appointment as Chief Financial Officer, the Company entered into an offer
letter with him (the Offer Letter) pursuant to which the Company has agreed to pay Mr. Young a one-time sign-on bonus of $100,000 and an annual base
salary of $385,000. Mr. Young is also eligible to earn an annual target bonus of 40% of his annual base salary. During Mr. Youngs employment, he will be eligible to participate in the Companys equity compensation plans and
employee benefit plans available to other employees of the Company.
Under the Offer Letter, if Mr. Young is terminated by the
Company without cause or resigns for good reason within 12 months following a change in control, he is entitled to receive (i) salary continuation and reimbursement of premiums to continue health care benefits for a period of 12 months,
(ii) a one-time cash payment equal to his target bonus for the year in which he is terminated and (iii) accelerated vesting of any outstanding and unvested share options. If Mr. Young is
terminated by the Company without cause or resigns for good reason outside the period covered in the foregoing sentence, he is entitled to salary continuation and reimbursement of premiums to continue health care benefits for a period of nine
months. The severance benefits described in this paragraph are, in each case, subject to his compliance with continuing obligations to the Company and his execution of a general release in favor of the Company.
Pursuant to the Offer Letter, the Compensation Committee of the Board approved the grant of a stock option to purchase 140,000 shares of the
Companys common stock pursuant to the Companys 2019 Equity Incentive Plan to Mr. Young effective as of December 2, 2019. The stock option award will have an exercise price equal to the closing price of the Companys common
stock on the Nasdaq Global Market on December 2, 2019 and will vest monthly over a period of four years, with 25% vesting on the one-year anniversary of the date of the grant and the balance vesting
monthly in equal installments over the following 36 months, subject to Mr. Youngs continuous service.
There is no arrangement
or understanding between Mr. Young and any other person pursuant to which he was selected as an officer of the Company, and there are no family relationships between Mr. Young and any of the Companys directors or executive officers.
There are no transactions to which the Company is a party and in which Mr. Young has a direct or indirect material interest that would be required to be disclosed under Item 404(a) of Regulation S-K.
On December 1, 2019, Eric Hall resigned as the Interim Chief Financial Officer, Secretary and principal financial officer of the Company.
Mr. Halls resignation was in connection with Mr. Youngs appointment as Chief Financial Officer and did not result from a disagreement with the Company on any matter relating to the Companys operations, policies or
practices, including its controls or financial related matters. Mr. Hall in his capacity as a partner at FLG Partners, LLC will provide the Company with certain transition services until the end of the year.
The foregoing description of the terms of Mr. Youngs employment is not complete and is qualified in its entirety by reference to
the Offer Letter, a copy of which is attached hereto as Exhibit 10.1.