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Moderna, Inc. 8-K Report, Executive Changes (Dec 11, 2019)

Reports
Leadership Changes
Filing Date
Filed December 11, 2019
Period End
December 9, 2019
Security
MRNA
In the record · 2018–202610-K910-Q238-K117

MRNA filed 9 annual reports (10-K), 23 quarterly reports (10-Q) and 117 current reports (8-K) between 2018 and 2026.

  1. Material agreement8-K · Aug ’20Aug ’20
  2. Leadership change8-K · Sep ’22Sep ’22
  3. Leadership change8-K · Sep ’26Sep ’26

Summary

Summary of the 8-K filed December 11, 2019. Cited figures are marked; the original filing is the authoritative source.

Moderna, Inc. (MRNA) filed an 8-K on December 11, 2019, primarily announcing a change in its Board of Directors.

Peter Barton Hutt resigned from the Board, including the Product Development Committee, effective December 9, 2019. His resignation was not due to any disagreements with the company. Following his resignation, Mr. Hutt will provide consulting services, and his outstanding stock options will continue to vest during this period.

Concurrently, the Board appointed François Nader, M.D. to fill the vacancy left by Mr. Hutt. Dr. Nader brings extensive experience in the biopharmaceutical industry, having previously served as CEO of NPS Pharmaceuticals and holding various executive roles.

His appointment to the Board and the Product Development Committee is expected to bolster Moderna's strategic and scientific oversight. Dr. Nader's compensation includes stock options as per the company's standard Non-Employee Director Compensation Policy.

Key Highlights

  1. Peter Barton Hutt resigned from Moderna's Board of Directors and Product Development Committee, effective December 9, 2019.
  2. Mr. Hutt's resignation was amicable and not a result of any disagreement with the company.
  3. Mr. Hutt will transition to a consulting role, during which his stock options will continue to vest.
  4. François Nader, M.D. was appointed to the Board of Directors, filling the vacancy created by Mr. Hutt's resignation.
  5. Dr. Nader has been appointed to the Product Development Committee.
  6. Dr. Nader possesses significant industry experience, including his tenure as CEO of NPS Pharmaceuticals.
  7. Dr. Nader's compensation includes stock options with specific vesting schedules tied to service.

Frequently Asked Questions

  1. Why did Peter Barton Hutt resign from the Board?

    Peter Barton Hutt resigned from the Board for reasons not related to any disagreement with Moderna regarding its operations, policies, or practices.

  2. What will Peter Barton Hutt do after his resignation?

    Following his resignation, Mr. Hutt will provide consulting services to Moderna. His outstanding stock options will continue to vest during this consulting period.

  3. Who has been appointed to replace Peter Barton Hutt on the Board?

    François Nader, M.D. has been appointed to the Board of Directors and the Product Development Committee to fill the vacancy.

  4. What is François Nader, M.D.'s relevant experience?

    Dr. Nader has a substantial background in the biopharmaceutical sector, including serving as President, CEO, and Executive Director of NPS Pharmaceuticals until its acquisition by Shire. He also has experience as a venture partner and in various executive leadership roles at other pharmaceutical companies.

  5. How will Dr. Nader be compensated as a director?

    Dr. Nader will receive stock options as per Moderna's Non-Employee Director Compensation Policy. He was granted an initial option that vests one year after the grant date and an additional option that vests on the date of the 2020 annual meeting of stockholders, both contingent on his continued service.