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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM 8-K

 

 

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): March 3, 2022

 

 

INHIBIKASE THERAPEUTICS, INC.

(Exact Name of Registrant as Specified in its Charter)

 

 

 

Delaware   001-39676   26-3407249

(State or Other Jurisdiction

of Incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

 

3350 Riverwood Parkway SE, Suite 1900

Atlanta, Georgia

  30339
(Address of Principal Executive Offices)   (Zip Code)

Registrant’s Telephone Number, Including Area Code: (678) 392-3419

(Former Name or Former Address, if Changed Since Last Report)

 

 

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 (see General Instruction A.2. below):

 

 

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

 

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

 

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

 

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class

 

Trading

Symbol(s)

 

Name of each exchange

on which registered

Common Stock, $0.001 par value   IKT   The Nasdaq Stock Market LLC

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  

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.  

 

 

 


Item 5.02

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On March 3, 2022, Inhibikase Therapeutics, Inc. (the “Company”), amended the employment agreements of Milton H. Werner Ph.D., its President and Chief Executive Officer, and of Joseph Frattaroli, its Chief Financial Officer. The amendments were authorized by the Company’s Compensation Committee acting pursuant to advice of its compensation consultant. Dr. Werner’s base salary was increased from $455,000 to $510,000, effective as of January 1, 2022, and Dr. Werner’s 2022 base target bonus percentage was increased from 35% to 50% of his base salary. Mr. Frattaroli’s base salary was increased from $375,000 to $400,000, effective as of January 1, 2022, and Mr. Frattaroli’s 2022 base target bonus percentage was increased from 30% to 40% of his base salary.

Each executive’s annual target bonus percentage is subject to upward adjustment from time to time, as determined by the Board (or a committee thereof) of the Company in its sole discretion. Mr. Frattaroli’s Base Salary is subject to upward adjustment from time to time, as determined by the Board (or a committee thereof) of the Company in its sole discretion (a similar provision was already included in Dr. Werner’s employment agreement). The other terms of Dr. Werner’s and Mr. Frattaroli’s employment agreements remain unchanged. The foregoing description of the amendments made to Dr. Werner’s and Mr. Frattaroli’s respective employment agreements is qualified by reference to the amendments, copies of which are attached here as Exhibit 10.1 (in the case of the amendment to Dr. Werner’s employment agreement) and Exhibit 10.2 (in the case of the amendment to Mr. Frattaroli’s employment agreement), each of which are incorporated herein by reference.

In addition, the Compensation Committee of the Board of Directors of the Company has approved a new form of award agreement with performance-based vesting under the Company’s 2020 Equity Incentive Plan.

 

Item 9.01

Financial Statements and Exhibits.

(d) Exhibits.

 

Number

  

Description

10.1    Amendment dated March 3, 2021 to the Employment Agreement, by and between Inhibikase Therapeutics, Inc. and Milton H. Werner, Ph.D., dated December 28, 2020.
10.2    Amendment dated March 3, 2021 to the Employment Agreement, by and between Inhibikase Therapeutics, Inc. and Joseph Frattaroli, dated October 24, 2018.
10.3    Form of Stock Option Grant Notice and Award Agreement.
104    Cover Page Interactive Data File (embedded within the Inline XBRL document).

 

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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.

 

Date: March 8, 2022     INHIBIKASE THERAPEUTICS, INC.
    By:  

/S/ MILTON H. WERNER

      Milton H. Werner, Ph.D.
      President and Chief Executive Officer

 

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