UNITED STATES
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FORM
CURRENT REPORT
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Item 5.02Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On April 9, 2025, the Compensation Committee of the Board of Directors of Outlook Therapeutics, Inc. (the “Company”) approved the award of a retention incentive in the form of a cash bonus opportunity to Lawrence A. Kenyon, the Company’s Chief Financial Officer and Interim Chief Executive Officer, in the amount of $237,500, pursuant to a retention bonus letter (the “Retention Bonus Letter”). This retention incentive is payable on December 31, 2025, subject to Mr. Kenyon’s continuing service with the Company through such date. In the event of a “Qualifying Termination” prior to December 31, 2025, subject to Mr. Kenyon’s execution of a release of claims in favor of the Company, Mr. Kenyon will be entitled to receive his retention bonus, less applicable deductions and withholdings, within 30 days of the date of such termination. For this purpose, (i) “Cause” shall have the meaning given to such term in the Company’s 2024 Equity Incentive Plan and (ii) “Qualifying Termination” shall mean an involuntary termination of Mr. Kenyon’s employment with the Company other than for Cause (and not due to his death or disability). Pursuant to the Retention Bonus Letter, Mr. Kenyon had the option to elect to receive stock options in lieu of a cash retention bonus and did not make such an election.
The description of the Retention Bonus Letter does not purport to be complete and is subject to, and qualified in its entirety by, the full text of the Retention Bonus Letter, which is being filed as Exhibit 10.1 hereto and is incorporated by reference herein.
Item 9.01Financial Statements and Exhibits
(d) Exhibits
Exhibit No. |
| Description |
10.1 |
| Retention Bonus Letter, dated April 10, 2025, by and between the Company and Lawrence A. Kenyon. |
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 hereunto duly authorized.
Outlook Therapeutics, Inc. | ||
Date: April 11, 2025 | By: | /s/ Lawrence A. Kenyon |
Lawrence A. Kenyon | ||
Chief Financial Officer and Interim Chief Executive Officer | ||