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Quotes & Info
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| ABIO > SEC Filings for ABIO > Form 8-K on 1-Jul-2009 | All Recent SEC Filings |
1-Jul-2009
Change in Directors or Principal Officers, Financial Statements and Exhibits
(b) On July 1, 2009, ARCA biopharma, Inc., a Delaware corporation (the "Company") announced that Richard Brewer was resigning as the Company's Chief Executive Officer and that his employment with the Company would be ending effective as of July 10, 2009. Effective July 10, 2009, Mr. Brewer will assume the role of Chairman of the Board of Directors of the Company. The press release is attached hereto as Exhibit 99.1 and incorporated herein by reference.
(c) On July 1, 2009, the Company announced that effective July 10, 2009 Michael R. Bristow will resign as Chairman of the Board and become President and Chief Executive Officer of the Company, a position Dr. Bristow previously held with the Company prior to Mr. Brewer's appointment. Dr. Bristow will remain a member of the Board of Directors. The Company is not aware of any transaction requiring disclosure under Item 404(a) of Regulation S-K other than previously disclosed. The press release is attached hereto as Exhibit 99.1 and incorporated herein by reference.
(e) Effective July 10, 2009, the first sentence of Section 3 of that certain Amended and Restated Employment Agreement dated June 1, 2008 between Dr. Bristow and the Company will be amended to provide that he will be paid a reduced salary of $8,333.34 per month in order to conserve the Company's available cash.
The Amended and Restated Employment Agreement dated June 1, 2008 between Mr. Brewer and the Company will terminate effective on July 10, 2009. In order to conserve the Company's available cash, Mr. Brewer chose to forego any additional salary or cash severance payments under the terms of such agreement. As a continuing director, Mr. Brewer will be entitled to receive an annual retainer fee of $30,000 per year and an annual grant of an additional 3,500 shares of the Company's common stock under the Amended and Restated ARCA biopharma, Inc. 2004 Equity Incentive Plan pursuant to the Company's existing non-employee director compensation plan.
(d) Exhibits.
Exhibit
Number Description
99.1 Press Release, dated July 1, 2009, entitled "ARCA biopharma Announces
Changes to Management Team Reflecting Change in Commercial Strategy."
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