UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
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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.
Employee Salary and Director Compensation Reduction
On February 26, 2024, the Board of Directors (the “Board”) of Virios Therapeutics, Inc. (the “Company”) approved a 10% salary reduction for each employee of the Company, including each of the Company’s executive officers, effective March 1, 2024. In addition, on February 26, 2024, the Board approved a 10% reduction in the cash compensation of the non-employee members of the Board.
Stock Option Grant
In connection with the salary and compensation reductions described above, the Board approved the grant of options to purchase shares of the Company’s common stock (the “Stock Options”) pursuant to the Company’s Amended and Restated 2020 Equity Incentive Plan, as amended, to the executive officers and non-employee directors as follows:
Name | Title | Number of Options |
Greg Duncan | Chairman and Chief Executive Officer | 138,835 |
R. Michael Gendreau | Chief Medical Officer | 88,085 |
Ralph Grosswald | Senior Vice President of Operations | 62,568 |
Angela Walsh | Senior Vice President of Finance, Corporate Secretary and Treasurer | 63,618 |
Abel De La Rosa | Director | 3,959 |
Richard Burch | Director | 2,917 |
David Keefer | Director | 4,709 |
Richard J. Whitley | Director | 4,000 |
John C. Thomas | Director | 4,167 |
William L. Pridgen | Director | 2,917 |
The grant of the Stock Options was effective on February 26, 2024, and the Stock Options will vest in full on February 26, 2025. The Stock Options have an exercise price of $0.357 per share.
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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.
| VIRIOS THERAPEUTICS, INC. | |
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| By: | /s/ Angela Walsh |
| Name: | Angela Walsh |
Title: | Senior Vice President of Finance, Corporate Secretary and Treasurer | |
February 27, 2024 | ||
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