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
Date of Report (Date of earliest event reported): September 5, 2023 (August 30, 2023)
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(Exact name of Registrant as Specified in Its Charter)
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Registrant’s Telephone Number, Including Area Code: (617 ) 231-0700
Not Applicable
(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:
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Securities registered pursuant to Section 12(b) of the Act:
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).
Emerging growth company o
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. o
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
Departure of Chief Financial Officer, Treasurer, Principal Financial Officer and Principal Accounting Officer
On August 30, 2023, Lauren White informed us of her intent to resign from C4 Therapeutics, Inc. (the “Company”), effective as of Friday September 15, 2023. Following that date, Ms. White will cease to serve in the roles of Chief Financial Officer, Treasurer, principal financial officer and principal accounting officer. Ms. White’s resignation was not because of any disagreement with the Company on any matter relating to the Company’s operations, policies or practices, including accounting principles and practices.
Appointment of Chief Financial Officer, Treasurer and Principal Financial Officer
On September 5, 2023, the Company announced the appointment of Kendra Adams as its Chief Financial Officer, Treasurer and principal financial officer, effective as of Monday September 18, 2023.
Ms. Adams, age 47, has served as the Company’s Senior Vice President, Communications and Investor Relations, and a member of the Company’s leadership team since she joined the Company in November 2020. Prior to joining the Company, she served as the Vice President, Investor Relations and External Communications, and Senior Director, Investor Relations and Public Relations, at Agios Pharmaceuticals, a biopharmaceutical company, from December 2015 to November 2020. Before that, Ms. Adams served in investor relations roles at Ariad Pharmaceuticals and Amgen. Earlier in her career, Ms. Adams served in a variety of finance roles at KPMG LLP and General Electric. Ms. Adams earned a B.A.in economics at Hamilton College.
Upon her appointment to this new role, Ms. Adams will receive an annual base salary of $450,000 and will be eligible to receive an annual performance bonus of up to 40% of her base salary. In connection with her appointment, Ms. Adams will also receive an option to purchase up to 111,000 shares of the Company’s common stock at the exercise price equal to the last reported price of the Company’s stock on the Nasdaq Stock Market on the effective date of her commencement of this new role, with 25% of this stock option award to vest on the first anniversary of the grant date and the balance to vest in 12 equal quarterly installments over the subsequent three years. On the effective date of her commencement of this new role, Ms. Adams will also receive 25,000 restricted stock units, which will vest annually over four years from the grant date.
Ms. Adams is already a party to an indemnification agreement with the Company in substantially the form filed as Exhibit 10.6 to the Company’s registration statement on Form S-1 on September 10, 2020, which is also incorporated herein by reference.
There are no family relationships between Ms. Adams and any of the Company’s directors or executive officers. In addition, Ms. Adams is not a party to any transaction, or series of transactions, required to be disclosed pursuant to Item 404(a) of Regulation S-K.
The Company issued a press release on September 5, 2023 announcing Ms. Adams’ appointment. The press release is attached hereto as Exhibit 99.1. Pursuant to General Instruction B.2. to Form 8-K, the information set forth in Exhibit 99.1 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, or otherwise subject to the liabilities of that section, nor shall it be incorporated by reference in any filing under the Securities Act of 1933, or the Securities Exchange Act of 1934, except as expressly set forth by specific reference in such a filing.
Appointment of Chief Accounting Officer and Principal Accounting Officer
The Company has also appointed Mark Mossler as its Chief Accounting Officer and principal accounting officer, effective as of Monday September 18, 2023.
Mr. Mossler, age 50, has served as the Company’s Vice President, Corporate Controller, since he joined the Company in June 2023. Prior to joining the Company, he served as the Senior Director of Global Accounting for BeiGene, Ltd., a biotechnology company, from May 2017 to June 2023. Before that, Mr. Mossler served in a variety of accounting roles at companies in the biotechnology and technology industries. Mr. Mossler earned a B.Sc. in accounting at Babson College and an MBA from Babson College, Olin Graduate School of Business and is a certified public accountant.
Effective upon Mr. Mossler’s appointment to this new role, he will receive an annual base salary of $315,000 and be eligible to receive an annual performance bonus of up to 30% of his base salary.
Mr. Mossler will also enter into an indemnification agreement with the Company in substantially the form filed as Exhibit 10.6 to the Company’s registration statement on Form S-1 on September 10, 2020, which is also incorporated herein by reference.
There are no family relationships between Mr. Mossler and any of the Company’s directors or executive officers. In addition, Mr. Mossler is not a party to any transaction, or series of transactions, required to be disclosed pursuant to Item 404(a) of Regulation S-K.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits. The exhibits shall be deemed to be filed or furnished, depending on the relevant item requiring such exhibit, in accordance with the provisions of Item 601 of Regulation S-K (17 CFR 229.601) and Instruction B.2 to this form.
Exhibit Number | Description | |||||||
| 99.1 | ||||||||
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) | |||||||
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 thereunto duly authorized.
| C4 Therapeutics, Inc. | ||||||||
Date: September 5, 2023 | By: | /s/ Jolie M. Siegel | ||||||
| Jolie M. Siegel | ||||||||
| Chief Legal Officer | ||||||||
Exhibit 99.1
C4 Therapeutics Announces Chief Financial Officer Succession
WATERTOWN, Mass., September 5, 2023 (GLOBE NEWSWIRE) -- C4 Therapeutics, Inc. (C4T) (Nasdaq: CCCC), a clinical-stage biopharmaceutical company dedicated to advancing targeted protein degradation science to develop a new generation of small-molecule medicines and transform how disease is treated, today announced the appointment of Kendra Adams as chief financial officer (CFO), effective September 18, 2023. She will succeed Lauren White, who will be leaving C4T to pursue a new role with a commercial-stage pharmaceutical company.
Ms. Adams joined C4T in November 2020 as senior vice president, investor relations & corporate communications and a member of the company’s management team. She has more than twenty-five years of experience in financial, operational and strategic planning. For nearly twenty years, Ms. Adams has worked in the biotechnology sector where she has developed investor relations programs focused on ensuring investors and external audiences understand the company’s financial position and capital allocation strategy to advance research and clinical pipelines. She joined C4T from Agios Pharmaceuticals, where she held investor relations roles of increasing responsibility during her tenure. She previously led investor relations at ARIAD Pharmaceuticals and began her investor relations career at Amgen. Ms. Adams began her professional career at General Electric, where she participated in the company’s intensive Financial Management Program. After GE, she joined KPMG LLP where she led consulting teams on a variety of financial and strategic matters. She holds a B.A. in economics from Hamilton College.
"We look forward to Kendra’s expanded role as our next chief financial officer and we are excited to further leverage her strategic decision making and extensive capital markets experience as we continue to advance our pipeline of degrader medicines,” said Andrew Hirsch, president and chief executive officer. “I would like to thank Lauren for building a strong finance and accounting team and positioning C4T for future success. As we prepare for two clinical updates later this year, we believe we are well positioned to further advance our mission and bring transformative medicines to patients.”
About C4 Therapeutics
C4 Therapeutics (C4T) (Nasdaq: CCCC) is a clinical-stage biopharmaceutical company dedicated to delivering on the promise of targeted protein degradation science to create a new generation of medicines that transforms patients’ lives. C4T is leveraging its TORPEDO® platform to efficiently design and optimize small-molecule medicines that harness the body’s natural protein recycling system to rapidly degrade disease-causing proteins, offering the potential to overcome drug resistance, drug undruggable targets and improve patient outcomes. C4T is advancing multiple targeted oncology programs to the clinic and expanding its research platform to deliver the next wave of medicines for difficult-to-treat diseases. For more information, please visit www.c4therapeutics.com.
Forward-Looking Statements
This press release contains “forward-looking statements” of C4 Therapeutics, Inc. within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements may include, but may not be limited to, express or implied statements regarding our ability to develop potential therapies for patients; the design and potential efficacy of our therapeutic approaches; the predictive capability of our TORPEDO® platform in the development of novel, selective, orally bioavailable BiDAC™ and MonoDAC™ degraders; the potential timing, design and advancement of our preclinical studies and clinical trials, including the potential timing for and receipt of regulatory authorization related to clinical trials and other clinical development activities including clinical trial commencement; our ability and the potential to successfully manufacture and supply our product candidates for clinical trials; our ability to replicate results achieved in our preclinical studies or clinical trials in any future studies or trials; regulatory developments in the United States and foreign countries; the potential timing for updates on our clinical and research programs; and our ability to fund our future operations. Any forward-looking statements in this press release are based on management’s current expectations and beliefs of future events and are subject to a number of risks and uncertainties that could cause actual results to differ materially and adversely from those set forth in or implied by such forward-looking statements. These risks and uncertainties include, but are not limited to: uncertainties related to the initiation, timing, advancement and conduct of preclinical and clinical studies and other development requirements for our product candidates; the risk that any one or more of our product candidates will cost more to develop or may not be successfully developed and commercialized; the risk that the results of preclinical studies and/or clinical trials will or will not be predictive of results in connection with future studies or trials. For a discussion of these and other risks and uncertainties, and other important factors, any of which could cause our actual results to differ from those contained in the forward-looking statements, see the section entitled “Risk Factors” in C4 Therapeutics’ most recent Annual Report on Form 10-K and/or Quarterly Report on Form 10-Q, as filed with the Securities and Exchange Commission. All information in this press release is as of the date of the release and C4 Therapeutics undertakes no duty to update this information unless required by law.
Contacts:
Investors:
Courtney Solberg
Senior Manager, Investor Relations
CSolberg@c4therapeutics.com
Media:
Loraine Spreen
Senior Director, Corporate Communications & Patient Advocacy
LSpreen@c4therapeutics.com