UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
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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. |
Aoife Brennan, M.B., Ch.B.
As previously disclosed, Synlogic, Inc. (the “Company”) and Aoife Brennan, M.B., Ch.B., President and Chief Executive Officer, agreed that Dr. Brennan’s employment with the Company will terminate effective March 9, 2024 (the “Brennan Separation”). In connection with the Brennan Separation, the Company entered into a separation agreement with Dr. Brennan on February 17, 2024, to be effective on February 25, 2024 (the “Brennan Separation Agreement”). Pursuant to the terms of the Brennan Separation Agreement, Dr. Brennan’s employment with the Company will end on March 9, 2024 (the “Brennan Departure Date”). Dr. Brennan will assist the Company through the Brennan Departure Date in the transition of work in connection with her duties as President and Chief Executive Officer of the Company.
In consideration for, among other things, her compliance with certain restrictive covenants and a typical release of claims, Dr. Brennan shall receive a lump-sum payment equal to $628,305, which is equivalent to twelve months of her base salary. Additionally, Dr. Brennan will be eligible for consideration of 100% of her target 2024 bonus, pro-rated by the number of days employed in 2024, in the amount of $65,327. The determination of whether to award a bonus and the amount of bonus shall be in the sole discretion of the Company. Dr. Brennan is also entitled to continued health insurance coverage for up to twelve months following the Brennan Departure Date.
The foregoing description of the material terms of the Brennan Separation Agreement is qualified in its entirety by the full text of the Brennan Separation Agreement, a copy of which will be filed as an exhibit to the Company’s annual report on Form 10-K for the year ending December 31, 2023.
Antoine Awad
On February 17, 2024, the Company entered into a separation agreement with Antoine Awad, Chief Operating Officer, to be effective on February 25, 2024 (the “Awad Separation Agreement”), pursuant to which, Mr. Awad’s employment with the Company will end on May 30, 2024 (the “Awad Departure Date”). Mr. Awad will assist the Company through the Awad Departure Date in the transition of work in connection with his duties as Chief Operating Officer of the Company.
In consideration for, among other things, his compliance with certain restrictive covenants and a typical release of claims, Mr. Awad shall receive a lump-sum payment equal to $218,856, which is equivalent to six months of his base salary. Additionally, Mr. Awad will be eligible for consideration of 100% of his target 2024 bonus, pro-rated by the number of days employed in 2024, in the amount of $87,302. The determination of whether to award a bonus and the amount of bonus shall be in the sole discretion of the Company. Mr. Awad is also entitled to continued health insurance coverage for up to six months following the Awad Departure Date.
The foregoing description of the material terms of the Awad Separation Agreement is qualified in its entirety by the full text of the Awad Separation Agreement, a copy of which will be filed as an exhibit to the Company’s annual report on Form 10-K for the year ending December 31, 2023.
SIGNATURE
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.
| SYNLOGIC, INC. | ||
| By: | /s/ Aoife Brennan | |
| Name: | Aoife Brennan, M.B., Ch.B. | |
| Title: | President and Chief Executive Officer | |
Date: February 22, 2024