SEC Info  
    Home      Search      My Interests      Help      Sign In      Please Sign In

Lineage Cell Therapeutics, Inc. – ‘10-Q’ for 9/30/22 – ‘EX-10.5’

On:  Thursday, 11/10/22, at 4:16pm ET   ·   For:  9/30/22   ·   Accession #:  1493152-22-31359   ·   File #:  1-12830

Previous ‘10-Q’:  ‘10-Q’ on 8/11/22 for 6/30/22   ·   Next:  ‘10-Q’ on 5/11/23 for 3/31/23   ·   Latest:  ‘10-Q’ on 5/9/24 for 3/31/24   ·   6 References:   

Find Words in Filings emoji
 
  in    Show  and   Hints

  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

11/10/22  Lineage Cell Therapeutics, Inc.   10-Q        9/30/22   86:8.4M                                   M2 Compliance LLC/FA

Quarterly Report   —   Form 10-Q

Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 10-Q        Quarterly Report                                    HTML   1.35M 
 2: EX-10.2     Material Contract                                   HTML     94K 
 3: EX-10.3     Material Contract                                   HTML     92K 
 4: EX-10.4     Material Contract                                   HTML     92K 
 5: EX-10.5     Material Contract                                   HTML     32K 
 6: EX-31.1     Certification -- §302 - SOA'02                      HTML     27K 
 7: EX-32.1     Certification -- §906 - SOA'02                      HTML     24K 
13: R1          Cover                                               HTML     77K 
14: R2          Condensed Consolidated Balance Sheets               HTML    146K 
15: R3          Condensed Consolidated Balance Sheets               HTML     41K 
                (Parenthetical)                                                  
16: R4          Condensed Consolidated Statements of Operations     HTML    141K 
                (Unaudited)                                                      
17: R5          Condensed Consolidated Statements of Comprehensive  HTML     55K 
                Loss (Unaudited)                                                 
18: R6          Condensed Consolidated Statements of Cash Flows     HTML    124K 
                (Unaudited)                                                      
19: R7          Organization and Business Overview                  HTML     40K 
20: R8          Basis of Presentation, Liquidity and Summary of     HTML    114K 
                Significant Accounting Policies                                  
21: R9          Revenue                                             HTML     65K 
22: R10         Marketable Debt Securities                          HTML     42K 
23: R11         Marketable Equity Securities                        HTML     35K 
24: R12         Property and Equipment, Net                         HTML     35K 
25: R13         Goodwill and Intangible Assets, Net                 HTML     52K 
26: R14         Accounts Payable and Accrued Liabilities            HTML     33K 
27: R15         Fair Value Measurements                             HTML     65K 
28: R16         Related Party Transactions                          HTML     28K 
29: R17         Shareholders? Equity                                HTML    245K 
30: R18         Stock-Based Awards                                  HTML    101K 
31: R19         Income Taxes                                        HTML     39K 
32: R20         Commitments and Contingencies                       HTML    142K 
33: R21         Subsequent Events                                   HTML     32K 
34: R22         Basis of Presentation, Liquidity and Summary of     HTML    143K 
                Significant Accounting Policies (Policies)                       
35: R23         Basis of Presentation, Liquidity and Summary of     HTML     58K 
                Significant Accounting Policies (Tables)                         
36: R24         Revenue (Tables)                                    HTML     57K 
37: R25         Marketable Debt Securities (Tables)                 HTML     41K 
38: R26         Property and Equipment, Net (Tables)                HTML     31K 
39: R27         Goodwill and Intangible Assets, Net (Tables)        HTML     50K 
40: R28         Accounts Payable and Accrued Liabilities (Tables)   HTML     32K 
41: R29         Fair Value Measurements (Tables)                    HTML     59K 
42: R30         Shareholders? Equity (Tables)                       HTML    217K 
43: R31         Stock-Based Awards (Tables)                         HTML    103K 
44: R32         Commitments and Contingencies (Tables)              HTML     72K 
45: R33         Organization and Business Overview (Details         HTML     33K 
                Narrative)                                                       
46: R34         Schedule of Lineage's Ownership of Outstanding      HTML     36K 
                Shares of its Subsidiaries (Details)                             
47: R35         Schedule of Lineage's Ownership of Outstanding      HTML     29K 
                Shares of its Subsidiaries (Details)                             
                (Parenthetical)                                                  
48: R36         Schedule of Anti-dilutive Securities Excluded from  HTML     30K 
                Computation of Earnings Per Share (Details)                      
49: R37         Schedule of Reconciliation of Cash, Cash            HTML     32K 
                Equivalents, and Restricted Cash (Details)                       
50: R38         Basis of Presentation, Liquidity and Summary of     HTML     75K 
                Significant Accounting Policies (Details                         
                Narrative)                                                       
51: R39         Schedule of Disaggregated Revenues (Details)        HTML     51K 
52: R40         Schedule of Contract with Customer Contract         HTML     29K 
                Liability and Receivable (Details)                               
53: R41         Schedule of Contract with Customer Contract         HTML     27K 
                Liability and Receivable (Details) (Parenthetical)               
54: R42         Revenue (Details Narrative)                         HTML     53K 
55: R43         Summary of Available for Sale Debt Securities       HTML     36K 
                (Details)                                                        
56: R44         Schedule of Amortized cost And Estimated fair       HTML     34K 
                Value (Details)                                                  
57: R45         Marketable Debt Securities (Details Narrative)      HTML     28K 
58: R46         Marketable Equity Securities (Details Narrative)    HTML     37K 
59: R47         Schedule of Property and Equipment, Net (Details)   HTML     38K 
60: R48         Property and Equipment, Net (Details Narrative)     HTML     28K 
61: R49         Schedule of Goodwill and Intangible Assets Net      HTML     47K 
                (Details)                                                        
62: R50         Schedule of Goodwill and Intangible Assets Net      HTML     37K 
                (Details) (Parenthetical)                                        
63: R51         Schedule of Intangible Assets Future Amortization   HTML     32K 
                Expenses (Details)                                               
64: R52         Goodwill and Intangible Assets, Net (Details        HTML     31K 
                Narrative)                                                       
65: R53         Schedule of Accounts Payable and Accrued            HTML     35K 
                Liabilities (Details)                                            
66: R54         Schedule of Fair Value of Assets and Liabilities    HTML     53K 
                Valued on Recurring Basis (Details)                              
67: R55         Schedule of Changes in Fair Value (Details)         HTML     33K 
68: R56         Related Party Transactions (Details Narrative)      HTML     28K 
69: R57         Schedule of Shareholder?s Equity (Details)          HTML    137K 
70: R58         Shareholders? Equity (Details Narrative)            HTML     86K 
71: R59         Schedule of Share-based Compensation, Employee      HTML     97K 
                Stock Purchase Plan, Activity (Details)                          
72: R60         Schedule of Share-based Compensation, Employee      HTML     39K 
                Stock Purchase Plan, Activity (Details)                          
                (Parenthetical)                                                  
73: R61         Schedule of Weighted Average Assumptions to         HTML     34K 
                Calculate Fair Value of Stock Options (Details)                  
74: R62         Schedule of Stock Based Compensation Expense        HTML     31K 
                (Details)                                                        
75: R63         Stock-Based Awards (Details Narrative)              HTML     34K 
76: R64         Income Taxes (Details Narrative)                    HTML     38K 
77: R65         Schedule of Supplemental Cash Flow Information      HTML     32K 
                Related to Leases (Details)                                      
78: R66         Schedule of Supplemental Balance Sheet Information  HTML     59K 
                Related to Leases (Details)                                      
79: R67         Schedule of Future Minimum Lease Commitments        HTML     64K 
                (Details)                                                        
80: R68         Commitments and Contingencies (Details Narrative)   HTML    249K 
81: R69         Subsequent Events (Details Narrative)               HTML     32K 
84: XML         IDEA XML File -- Filing Summary                      XML    153K 
82: XML         XBRL Instance -- form10-q_htm                        XML   2.21M 
83: EXCEL       IDEA Workbook of Financial Reports                  XLSX    168K 
 9: EX-101.CAL  XBRL Calculations -- lctx-20220930_cal               XML    191K 
10: EX-101.DEF  XBRL Definitions -- lctx-20220930_def                XML    673K 
11: EX-101.LAB  XBRL Labels -- lctx-20220930_lab                     XML   1.26M 
12: EX-101.PRE  XBRL Presentations -- lctx-20220930_pre              XML    939K 
 8: EX-101.SCH  XBRL Schema -- lctx-20220930                         XSD    205K 
85: JSON        XBRL Instance as JSON Data -- MetaLinks              399±   587K 
86: ZIP         XBRL Zipped Folder -- 0001493152-22-031359-xbrl      Zip    357K 


‘EX-10.5’   —   Material Contract


This Exhibit is an HTML Document rendered as filed.  [ Alternative Formats ]



 

Exhibit 10.5

 

EXECUTIVE PERFORMANCE INCENTIVE BONUS PLAN

 

Adopted on September 20, 2022

 

This Executive Performance Incentive Bonus Plan (this “Plan”) was adopted by the Board of Directors (the “Board”) of Lineage Cell Therapeutics, Inc., a California corporation (the “Company”). Unless the Board determines otherwise, the Compensation Committee shall be the administrator of this Plan (the “Administrator”).

 

Participants and Performance Goals

 

From time to time, the Administrator may select executives of the Company or its subsidiaries to be eligible to receive cash bonuses under this Plan (“Participants”). For each Participant, the Administrator may establish (1) a target bonus amount (which the Administrator may adjust from time to time), (2) the Company Performance Goals (as defined below) and/or individual performance goals (together, “Performance Goals”), (3) the time period over which the achievement of Performance Goals will be assessed (a “Performance Period”), and (4) the formula(s) for determining the bonuses payable under this Plan. The Administrator shall determine when a Performance Period begins and ends. Performance Goals may be given such weight as determined by the Administrator and may differ among Participants. Performance Goals (and their weighting) and the applicable Performance Period will be conveyed to a Participant in a time and manner determined by the Administrator. The bonus amounts payable under this Plan shall be determined entirely in the discretion of the Administrator.

 

Subject to any terms contained in any other written agreement between the Participant and the Company or any of its subsidiaries, the payment of a bonus to a Participant under this Plan with respect to a Performance Period is conditioned on the Participant’s continuous employment by the Company or its subsidiary through the date of payment of such bonus, and if a Participant’s employment with the Company or its subsidiary terminates for any reason before such date with respect to a particular Performance Period, then no bonus shall be paid to the Participant for such Performance Period and such Participant shall cease to be a Participant as of the date of termination of their employment. If a Participant was not employed by the Company or its subsidiary (or was not a Participant) for an entire Performance Period, the Administrator may pro rate the bonus payable under this Plan based on the number of days such Participant was employed during such period.

 

Company Performance Goals” means performance objectives established by the Administrator for the applicable Performance Period for a Participant that relate to financial and/or operational metrics with respect to the Company or any of its subsidiaries, including the following: developmental, clinical or regulatory milestones; clinical trial results; business development and financing milestones; acquisitions or strategic transactions; revenue; expense levels; total shareholder return; earnings before interest, taxes, depreciation and amortization; net income (loss) (either before or after interest, taxes, depreciation and/or amortization); changes in the market price of the Company’s common stock; economic value-added; sales or revenue milestones; operating income (loss); cash flow (including, but not limited to, operating cash flow and free cash flow); return on capital, assets, equity, or investment; gross or net profit levels; productivity; expense efficiency; margins; operating efficiency; customer satisfaction; publications; reimbursement decisions; working capital; earnings (loss) per share of the Company’s common stock; sales or market share; investor relations milestones; number of customers or units of products sold; and operating income and/or net annual recurring revenue any of the foregoing may be (A) measured in absolute terms or compared to any incremental increase, (B) measured in terms of growth, (C) compared to another company or companies or to results of a peer group, (D) measured against the market as a whole and/or as compared to applicable market indices, (E) measured on a pre-tax or post-tax basis (if applicable), and (F) used to measure the performance of the Company as a whole or a business unit or other segment of the Company, or one or more product lines or specific markets.

 

 C: 
 

 C: 1 | Page

 

 

Taxes

 

Each Participant will be solely liable and responsible for the payment of taxes, penalties and/or interest arising in connection with this Plan or due to any payment to such Participant hereunder.

 

This Plan is intended to (the maximum extent possible) be exempt from (but in any event comply with) the requirements of Section 409A of the Internal Revenue Code of 1986 (the “Code”). For purposes of Code Section 409A and to the extent applicable, each payment under this Plan is a separate payment (and not one of series of payments) and this Plan may be terminated by the Administrator at any time in accordance with the Code Section 409A plan termination rules.

 

In the event that it is determined that any payment or distribution of any type to or for a Participant’s benefit made by the Company, by any person who acquires ownership or effective control or ownership of a substantial portion of the Company’s assets (within the meaning of Code Section 280G) or by any affiliate of such person, whether paid or payable or distributed or distributable pursuant to the terms of this Plan or otherwise (the “Total Payments”), would be subject to the excise tax imposed by Code Section 4999 or any interest or penalties with respect to such excise tax (and/or would not deductible under Code Section 280G) (such loss of a tax deduction under Code Section 280G and/or excise tax, together with any such interest or penalties, are collectively referred to as the “Excise Tax”), then such payments or distributions or benefits shall be reduced and shall be payable only as to the maximum portion of such lesser amount which would result in no portion of such Total Payments being subject to the Excise Tax. Any determination required with respect to the foregoing shall be made in writing by the Company or by a qualified accountant or counsel selected by the Company (the “Accountant”) whose determination shall be conclusive and binding on the Company and each Participant, absent manifest error. Each Participant and the Company shall furnish the Accountant such documentation and documents as the Accountant may reasonably request in order to make its determination.

 

Miscellaneous

 

The validity, interpretation, construction and performance of this Plan shall be governed by the laws of the State of California without regard to its conflicts of law principles.

 

The terms of the Plan are subject to any other written agreement between Participant and the Company. In the event of a conflict between this Plan and any such written agreement, the terms of such written agreement will govern.

 

The Administrator shall have the sole discretion and authority to administer and interpret this Plan and to take such actions it deems necessary or advisable for the administration of the Plan, including, without limitation, to determine the rights and obligations of the Company and Participants under this Plan in the event this Plan is terminated during a Performance Period or a change of control of the Company occurs. The Administrator may amend or terminate the Plan (or make bonus payments outside of this Plan) at any time in its discretion. The Administrator’s decisions and determinations under the Plan shall be final, conclusive and binding on all persons.

 

This Plan is not an employment agreement and does not give any Participant the right to be retained by the Company or any of its subsidiaries and every Participant acknowledges and agrees that Participant’s employment is “at-will.” The Company reserves the right to terminate the Participant’s service as an employee at any time and for any reason or no reason.

 

All amounts payable under this Plan are unfunded and unsecured and are payable out of the general funds of the Company.

 

*****

 C: 
 

2 | Page


Dates Referenced Herein   and   Documents Incorporated by Reference

This ‘10-Q’ Filing    Date    Other Filings
Filed on:11/10/228-K
For Period end:9/30/228-K/A
9/20/228-K,  8-K/A
 List all Filings 


3 Subsequent Filings that Reference this Filing

  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

 3/07/24  Lineage Cell Therapeutics, Inc.   10-K       12/31/23  104:14M                                    Donnelley … Solutions/FA
 4/27/23  Lineage Cell Therapeutics, Inc.   10-K/A     12/31/22   12:719K                                   M2 Compliance LLC/FA
 3/09/23  Lineage Cell Therapeutics, Inc.   10-K       12/31/22  105:11M                                    M2 Compliance LLC/FA


3 Previous Filings that this Filing References

  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

 7/07/22  Lineage Cell Therapeutics, Inc.   8-K:5,9     7/05/22   11:259K                                   M2 Compliance LLC/FA
 8/12/19  Lineage Cell Therapeutics, Inc.   8-K:5,8,9   8/09/19    3:225K                                   M2 Compliance LLC/FA
 5/10/18  Lineage Cell Therapeutics, Inc.   10-Q        3/31/18   67:3.5M                                   M2 Compliance LLC/FA
Top
Filing Submission 0001493152-22-031359   –   Alternative Formats (Word / Rich Text, HTML, Plain Text, et al.)

Copyright © 2024 Fran Finnegan & Company LLC – All Rights Reserved.
AboutPrivacyRedactionsHelp — Sun., May 12, 1:20:22.1am ET