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CSBR > SEC Filings for CSBR > Form 8-K on 12-Nov-2013All Recent SEC Filings

Show all filings for CHAMPIONS ONCOLOGY, INC.

Form 8-K for CHAMPIONS ONCOLOGY, INC.


12-Nov-2013

Change in Directors or Principal Officers, Financial Statements and Exhi


Item 5.02. Departure of Directors or Certain Officer; Election of Directors; Appointment of Certain Officer; Compensatory Arrangements of Certain Officers.

On November 5, 2013, Champions Oncology, Inc. (the "Company") entered into new employment agreements with Joel Ackerman, the Chief Executive Officer of the Company, and Ronnie Morris, the President of the Company. The term of the Company's prior employment agreements with Mr. Ackerman and Mr. Morris ended on October 31, 2013.

The Company's new employment agreement with Mr. Ackerman provides for Mr. Ackerman's continued employment as Chief Executive Officer, and provides further that his annual salary will be $325,000 per year. For the first year, compensation will consist of $108,000 in cash and the balance in the form of an option to purchase 215,000 shares of the Company's common stock under the Company's 2010 Equity Incentive Plan. For the second year, compensation will consist of $216,000 in cash and the balance in stock options. For the third year, compensation will consist of $325,000 in cash. Mr. Ackerman will be eligible to receive an annual bonus, with a target of 50% of his annual salary upon achievement of the Company's annual plan and a maximum payout of 75% of his annual salary, which bonus may be payable in cash or equity at the discretion of the Company's board of directors. In addition, Mr. Ackerman will be granted (i) an option to purchase 1,500,000 shares of the Company's common stock, subject to time-based vesting and (ii) an option to purchase 1,500,000 shares of the Company's common stock, subject to performance-based vesting, both under the Company's 2010 Equity Incentive Plan. Mr. Ackerman will not be entitled to receive severance upon his departure from the Company and has elected to waive any employee benefits offered by the Company. Mr. Ackerman's employment is on an at-will basis. The foregoing description is a summary only and is qualified in its entirety by reference to the full text of the employment agreement with Mr. Ackerman, which is attached to this Form 8-K as Exhibit 10.1, and incorporated herein by reference.

The Company's new employment agreement with Mr. Morris provides for Mr. Morris' continued employment as President of the Company and provides further that his annual salary will be $305,000 per year. For the first years, compensation will consist of $88,000 in cash and the balance in the form of an option to purchase 215,000 shares of the Company's common stock under the Company's 2010 Equity Incentive Plan. For the second year, compensation will consist of $196,000 in cash and the balance in stock options. For the third year, compensation will consist of $305,000 in cash. Mr. Morris will be eligible to receive an annual bonus, with a target of 50% of his annual salary upon achievement of the Company's annual plan and a maximum payout of 75% of his annual salary, which bonus may be payable in cash or equity at the discretion of the Company's board of directors. In addition, Mr. Morris will be granted (i) an option to purchase 1,500,000 shares of the Company's common stock, subject to time-based vesting and (ii) an option to purchase 1,500,000 shares of the Company's common stock, subject to performance-based vesting, both under the Company's 2010 Equity Incentive Plan. Mr. Morris will not be entitled to receive severance upon his departure from the Company and has elected to waive any employee benefits offered by the Company. Mr. Morris' employment is on an at-will basis. The foregoing description is a summary only and is qualified in its entirety by reference to the full text of the employment agreement with Mr. Morris, which is attached to this Form 8-K as Exhibit 10.2, and incorporated herein by reference.



Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

The following exhibits are filed herewith:

Exhibit No.

10.1 Employment Agreement between Champions Oncology, Inc. and Joel Ackerman, effective as of November 5, 2013

10.2 Employment Agreement between Champions Oncology, Inc. and Ronnie Morris, effective as of November 5, 2013

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