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ASTM > SEC Filings for ASTM > Form 8-K on 1-Apr-2014All Recent SEC Filings

Show all filings for AASTROM BIOSCIENCES INC

Form 8-K for AASTROM BIOSCIENCES INC


1-Apr-2014

Change in Directors or Principal Officers, Regulation FD Disclosure, Fina


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

Effective as of April 1, 2014, Dr. Ross Tubo has been appointed to the position of Chief Scientific Officer of Aastrom Biosciences, Inc. (the "Company") and Dr. David Recker has been appointed to the position of Chief Medical Officer of the Company.

Dr. Tubo's Employment Terms

Dr. Tubo has been appointed as the Chief Scientific Officer of the Company as of April 1, 2014. Dr. Tubo was formerly vice president of stem cell and chemokine biology at Genzyme, from 2005 to 2010, where he directed the research and development programs for two of the first FDA approved autologous cellular therapies. He also led an interdisciplinary research program to study the cellular and molecular biology of mesenchymal stem cells and their reparative properties in a range of areas, including oncology, inflammation, and autoimmune disease. Additionally, as founder of Research Translation, LLC, Dr. Tubo provided senior level consulting services to several leading companies developing cell therapies and regenerative medicines, since 2010.

Pursuant to an employment offer letter between the Company and Dr. Tubo, signed on March 27, 2014 (the "Tubo Employment Agreement"), Dr. Tubo will receive an initial annual base salary of $295,000 and his base salary shall be reviewed annually by the Company. Under the Tubo Employment Agreement, Dr. Tubo will also be eligible to receive cash incentive compensation as determined by the Company. Dr. Tubo's target annual incentive compensation shall be 35% of his then-current base salary. Under the Tubo Employment Agreement, contingent on the approval of the Company's Board of Directors, the Company will grant to Dr. Tubo an option to purchase 40,000 shares of the Company's common stock pursuant to the Company's equity plan.

Dr. Tubo is also entitled to participation in the Company-sponsored group health, dental and vision programs, as those plans may be amended from time to time. The Tubo Employment Agreement contains other customary terms and conditions. The foregoing description of the Tubo Employment Agreement does not purport to be complete and is qualified in its entirety by reference to the actual Tubo Employment Agreement which is attached as Exhibit 10.1 to this Current Report on Form 8-K, and is incorporated herein by reference.

Dr. Recker's Employment Terms

Dr. Recker has been appointed as the Chief Medical Officer of the Company as of April 1, 2014. Dr. Recker has been working with the Company as a consultant since 2012, and, prior to joining the Company, he served as a senior vice president of clinical sciences at Takeda Global Research and Development, since 2006, where he was responsible for managing the design and implementation of development strategies, including supervising clinical programs and interpreting results.

Pursuant to an employment offer letter between the Company and Dr. Recker, signed March 31, 2014 (the "Recker Employment Agreement"), Dr. Recker will receive an initial annual base salary of $265,000 and his base salary shall be reviewed annually by the Company. Under the Recker Employment Agreement, Dr. Recker will also be eligible to receive cash incentive compensation as determined by the Company. Dr. Recker's target annual incentive compensation shall be 35% of his then-current base salary. Under the Recker Employment Agreement, contingent on the approval of the Company's Board of Directors, the Company will grant to Dr. Recker an option to purchase 30,000 shares of the Company's common stock pursuant to the Company's equity plan.

Dr. Recker is also entitled to participation in the Company-sponsored group health, dental and vision programs, as those plans may be amended from time to time. The Recker Employment Agreement contains other customary terms and conditions. The foregoing description of the Recker Employment Agreement does not purport to be complete and is qualified in its entirety by reference to the actual Recker Employment Agreement which is attached as Exhibit 10.1 to this Current Report on Form 8-K, and is incorporated herein by reference.




Item 7.01 Regulation FD Disclosure.

On April 1, 2014, we issued a press release announcing the appointments set forth in Item 5.02 of this Current Report on Form 8-K. A copy of the press release is attached hereto as Exhibit 99.1.

Pursuant to General Instruction B.2 of Form 8-K, this information filed under this item number and Exhibit 99.1 are not deemed to be "filed" for purposes of
Section 18 of the Securities Exchange Act of 1934, nor shall this item number and Exhibit 99.1 be incorporated by reference into our filings under the Securities Act of 1933 or the Securities Exchange Act of 1934, except as expressly set forth by specific reference in such future filing.



Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

10.1   Employment Agreement with Ross Tubo, dated March 27, 2014.

10.2   Employment Agreement with David Recker, dated March 31, 2014.

99.1   Press Release issued April 1, 2014.


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