Item 1.01 Entry into a Material Definitive Agreement.
On
April 15, 2019, the board of directors (the “
Board
”) of Aytu BioScience, Inc.
(the “
Company
”),
upon the recommendation of the Company’s compensation
committee, agreed to renew the employment agreements of Joshua R.
Disbrow and Jarrett T. Disbrow. The material terms of the
employment agreements are as follows.
Joshua R. Disbrow Employment Agreement
Pursuant to the
terms of Joshua R. Disbrow’s employment agreement (the
“
CEO Employment
Agreement
”), the Company agreed to the following
compensation package:
●
an annual base
salary of $330,000 per annum, which shall be reviewed at the end of
each fiscal year of the Company;
●
restricted stock or
options to be granted on or promptly after August 1, 2019 as
determined by the Committee at that time; and
●
an annual
discretionary bonus with a target amount of 125% of Mr.
Disbrow’s base salary.
The
term of the CEO Employment Agreement is 24-months beginning on the
Effective Date (as defined therein) (the “
CEO Term
”). The CEO Term shall end
immediately upon the occurrence of certain events named therein.
The Company can terminate Mr. Disbrow’s employment with or
without cause (as defined in the CEO Employment Agreement) or as a
result of disability (as defined in the CEO Employment Agreement).
Mr. Disbrow can terminate his employment with our without good
reason (as defined in the CEO Employment Agreement).
The
Company expects to file the CEO Employment Agreement as an exhibit
to its Quarterly Report on Form 10-Q for the quarter ending March
31, 2019. The foregoing description of the CEO Employment Agreement
is qualified in its entirety by reference to the text of the CEO
Employment Agreement, when filed.
Jarrett T. Disbrow Employment Agreement
Pursuant to the
terms of Jarrett T. Disbrow’s employment agreement (the
“
COO Employment
Agreement
”), the Company agreed to the following
compensation package:
●
an annual base
salary of $250,000 per annum, which shall be reviewed at the end of
each fiscal year of the Company;
●
restricted stock or
options to be granted on or promptly after August 1, 2019 as
determined by the Committee at that time; and
●
an annual
discretionary bonus with a target amount of 125% of Mr.
Disbrow’s base salary.
The
term of the COO Employment Agreement is 24-months beginning on the
Effective Date (as defined therein) (the “
COO Term
”). The COO Term shall end
immediately upon the occurrence of certain events named therein.
The Company can terminate Mr. Disbrow’s employment with or
without cause (as defined in the COO Employment Agreement) or as a
result of disability (as defined in the COO Employment Agreement).
Mr. Disbrow can terminate his employment with our without good
reason (as defined in the COO Employment Agreement).
The
Company expects to file the COO Employment Agreement as an exhibit
to its Quarterly Report on Form 10-Q for the quarter ending March
31, 2019. The foregoing description of the COO Employment Agreement
is qualified in its entirety by reference to the text of the COO
Employment Agreement, when filed.