Item 5.02.
Departure of Certain Officers; Appointment of Certain Officers; Compensatory Arrangement of Certain Officers.
On June 20, 2018, Agile Therapeutics, Inc. (the Company) adopted a retention plan effective immediately (the Retention Plan), to provide (i) cash retention payments to all remaining employees of the Company in order to induce such employees to remain employed by the Company through December 31, 2018, and (ii) stock option grants to all remaining employees of the Company in order to induce such employees to remain employed by the Company through December 31, 2019.
Any employee who participates in the Retention Plan and (i) remains continuously employed by the Company through December 31, 2018 or (ii) has been terminated by the Company other than for cause (as defined in an applicable employment agreement, or, if no employment agreement exists, as determined by the Company in good faith) prior to December 31, 2018, shall be paid a lump-sum cash payment in an amount determined by the compensation committee (Compensation Committee) of the Companys board of directors at the time of the adoption of the Retention Plan. If an eligible employee terminates service prior to December 31, 2018 for any reason other than termination of employment by the Company without cause, no such cash retention payment shall be made to the eligible employee. The cash retention payments are expected to be made in January 2019.
In addition, all remaining employees were granted a stock option to purchase the number of shares of common stock of the Company as approved by the Compensation Committee, with a per share exercise price of $0.58 which was equal to the closing price of the Companys common stock as reported by Nasdaq on June 20, 2018. Each option will vest in four equal 25% installments on the following dates: (i) June 20, 2018, (ii) December 31, 2018, (iii) June 30, 2019, and (iv) December 31, 2019.
Al Altomari, the Companys Chief Executive Officer, Scott Coiante, the Companys Chief Financial Officer, and Elizabeth Garner, M.D., M.P.H., the Companys Chief Medical Officer will participate in the Retention Plan. Provided they meet the conditions to payment described above, they will each receive a cash retention payment of $100,000. In addition, they were each granted a stock option to purchase 150,000 shares of the Companys common stock on the terms described above.
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