UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
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CURRENT REPORT
Pursuant
to Section 13 or 15(d)
of the Securities Exchange Act of 1934
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Allogene Therapeutics, Inc.
(Exact name of registrant as specified in its charter)
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Delaware | | 82-3562771 |
(State
or other jurisdiction of incorporation) | (Commission File Number) | (I.R.S. Employer Identification No.) |
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210 East Grand Avenue South San Francisco, California (Address of principal executive offices) | | 94080 (Zip Code) |
Registrant’s telephone number, including
area code: (650) 457-2700 (Former name or former address, if changed since last report.)
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Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below): |
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| ¨ | Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities
registered pursuant to Section 12(b) of the Act:
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Title of each class | | Trading Symbol(s) | | Name of each exchange on which registered |
Common Stock, $0.001 par value per share | | ALLO | | The
Nasdaq Stock Market LLC |
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Emerging growth company x
If an emerging growth company, indicate by check mark if the
registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨
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Item 5.02 | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
On
December 18, 2019, the Compensation Committee (the “Committee”) of the Board of Directors (the “Board”) of Allogene Therapeutics, Inc. (“Allogene”) reviewed the annual base salary and target annual cash bonus opportunity of David Chang, M.D., Ph.D., Chief Executive Officer and President, Eric Schmidt, Ph.D., Chief Financial Officer, and Alison Moore, Ph.D., Chief Technical Officer. In recognition of Dr. Chang’s, Dr. Schmidt’s and Dr. Moore’s achievements and as a retention measure, the Committee recommended the Board increase Dr. Chang’s annual base salary for 2020 from $600,000 to $675,000 and increase Dr. Chang’s target annual cash bonus opportunity from 55% of annual base salary to 60% of annual base salary for 2020. The Committee also approved the increase of Dr. Schmidt’s and Dr. Moore’s annual
base salary for 2020 from $425,000 to $440,000. On December 18, 2019, based on the Committee’s recommendation, the Board approved the increase to Dr. Chang’s annual base salary and target annual cash bonus opportunity. In addition, on December 18, 2019, the Committee reviewed Allogene’s 2019 corporate goals and determined that on an overall basis, Allogene had achieved all of its goals, including a stretch goal. In recognition of Allogene’s achievement of its 2019 corporate goals and the stretch goal, and each officer’s efforts towards successful achievement of such goals, the Committee recommended to the Board that each of the Allogene officers receive 110% of their target annual cash bonus opportunity for 2019 (prorated for any partial year of service), resulting in 2019 cash bonus recommendations of approximately $363,000
for Dr. Chang and $187,000 for each of Dr. Schmidt and Dr. Moore. On December 18, 2019, based on the Committee’s recommendation, the Board approved the payment of the 2019 cash bonuses discussed above.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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| ALLOGENE
THERAPEUTICS, INC. | |
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| By: | | |
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| | President, Chief Executive Officer | |
