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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 February 19, 2020, the Board of Directors (the “Board”) of Adverum Biotechnologies, Inc., upon the recommendation of the Nominating and Corporate Governance Committee of the Board, increased the size of the Board to eleven members and appointed Dr. Reed Tuckson to the Board to fill the newly created directorship, effective immediately. Dr. Tuckson will serve as a Class I director of Adverum, to hold office until Adverum’s 2021 annual meeting of stockholders and until his successor is elected and qualified, or until his earlier death, resignation or removal. The Board has determined that Dr. Tuckson satisfies the applicable independence requirements of the Nasdaq Listing Rules.
On the date of his appointment to the Board, Dr. Tuckson received an option to purchase 45,000 shares of Adverum’s common stock pursuant to Adverum’s 2014 Equity Incentive Award Plan. One-third of the shares subject to the option vest on each anniversary of the grant date, subject to Dr. Tuckson’s continued service to Adverum on each such vesting date.
Dr. Tuckson will participate in Adverum’s standard compensation program for non-employee directors. Under the policy, non-employee directors receive an annual cash retainer of $40,000 (plus additional amounts for committee service), an initial grant of a stock option upon joining the Board (described above), and an annual stock option covering 30,000 shares of common stock.
Additionally, Adverum and Dr. Tuckson will enter into an indemnification agreement in substantially the same form that Adverum has entered into with each of its existing directors.
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.
|ADVERUM BIOTECHNOLOGIES, INC.|
|Date: February 22, 2021||By:|
|Laurent Fischer, Chief Executive Officer|