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Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
(e) Nektar Therapeutics (the “Company”) and John Nicholson entered into a Separation, Consulting and General Release Agreement (the "Consulting Agreement"), effective October 15, 2019, in connection with Mr. Nicholson stepping down from the role of Senior Vice President and Chief Operating Officer on October 1, 2019 and continuing as an employee of the Company until his retirement effective October 15, 2019.
Pursuant to the Consulting Agreement, following retirement from the Company, Mr. Nicholson will continue to provide consulting services to the Company at the request of the Company’s Chief Executive Officer through the end of March 31, 2021 (the “Consulting Services Term”) for aggregate consulting fees of up to $669,700 and reimbursement of any approved, reasonable out-of-pocket travel costs and other expenses.
During the Consulting Services Term, none of the unvested equity awards held by Mr. Nicholson shall continue to vest. In accordance with the terms of the Company’s equity incentive plans, all options granted to Mr. Nicholson to the extent outstanding and vested as of October 15, 2019, shall remain exercisable during the Consulting Services Term and for an additional three months thereafter if not earlier expired or otherwise terminated.
The Consulting Agreement also contains standard terms and conditions for arrangements of this type including a release of claims provision.
The foregoing is a summary only and does not purport to be a complete description of all of the terms, provisions and agreements contained in the Consulting Agreement, and is subject to and qualified in its entirety by reference to the complete text of the Consulting Agreement, a copy of which will be filed as an exhibit to the Company’s Quarterly Report on Form 10-Q for the quarter ending September 30, 2019.
Pursuant to the requirement 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.
|By:||/s/ Mark A. Wilson|
|Mark A. Wilson|
|General Counsel and Secretary|
|Date:||October 21, 2019 |