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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.
NeoGenomics, Inc. (the “Company”) announces that Lawrence M. Weiss, MD,
age 63, has been appointed Chief Medical Officer effective November 25, 2019. Dr. Weiss has served the Company as Chief Scientific Officer since December 2018 and previously as Medical Director, Director of Pathology Services since March 2016. Prior to joining the Company, Dr. Weiss served at Clarient Diagnostic Services, Inc. as a Pathologist and subsequently as Laboratory Director from 2011 through 2016. Dr. Weiss received his B.S. and M.D. summa cum laude from the University of Maryland.
NeoGenomics Laboratories Inc., a wholly-owned subsidiary of the Company,
and Dr. Weiss entered into a new Medical Services Agreement effective November 25, 2019 (the “MSA”), which replaces the Medical Services Agreement effective December 12, 2018, and which provides that Dr. Weiss’ base compensation shall be $600,000 per year. Dr. Weiss is also eligible to receive a performance-based bonus which is targeted at 40% of his base compensation upon completion of specific metrics established by the Company’s Chief Executive Officer and approved by the Company’s Board of Directors or the Compensation Committee of the Board for such fiscal year. Dr. Weiss is entitled to participate in all medical and other benefits that the
Company has established for its independent contractors. If the MSA is terminated by the Company without cause, the Company agrees to continue to pay Dr. Weiss’ base compensation thereunder for a period of twelve months.
Dr. Weiss does not have any related party transactions or family relationships with the Company or any of the Company’s other officers or directors.
The foregoing summary of the MSA does not purport to be a complete statement of the terms of such document and is qualified in its entirety
by reference to the full text of the document, a copy of which is being filed with this Current Report on Form 8-K and is incorporated by reference herein.
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.
