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| IMMY > SEC Filings for IMMY > Form 8-K on 24-Jul-2012 | All Recent SEC Filings |
24-Jul-2012
Entry into a Material Definitive Agreement, Change in Directors or
Agreement with Chief Executive Officer
On July 18, 2012, the Board of Directors (the "Board") of Imprimis
Pharmaceuticals, Inc. (the "Company") granted to Mr. Mark L. Baum, in connection
with his services as the Chief Executive Officer, 800,000 restricted stock units
"(RSUs") outside of the Company's 2007 Incentive Stock and Awards Plan, pursuant
to a Stand-alone Restricted Stock Unit Agreement. The RSUs are subject to
certain performance-based vesting criteria, such that 200,000 RSUs will vest
upon the satisfaction of each of the following events: (i) successful
completion of a financing that results in aggregate cash proceeds to the Company
of at least $5,000,000 at any time following the effective date of the grant;
(ii) the Company meets the primary endpoints of its Phase III clinical studies
for its drug candidate, Impracor; (iii) the Company submits a New Drug
Application for Impracor to the U.S. Food and Drug Administration; and (iv) the
Company enters into a definitive license, collaboration or similar agreement for
Impracor that would reasonably be expected to generate cash flow for the
Company. The RSUs vest in full upon a change in control of the Company.
Agreement with Consultant
On July 18, 2012, the Board granted to Dr. Robert J. Kammer, in connection with his services as a consultant and advisor to the Company, 200,000 RSUs outside of the Company's 2007 Incentive Stock and Awards Plan, pursuant to a Stand-alone Restricted Stock Unit Agreement. The RSUs are subject to certain performance-based vesting criteria, such that all 200,000 RSUs will vest when the Company meets the primary endpoints of its Phase III clinical studies for its drug candidate, Impracor. The RSUs vest in full upon a change in control of the Company.
(e)
The information set forth under the heading "Agreement with Chief Executive Officer" in Item 1.01 above is incorporated in this Item 5.02(e) by reference.
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