Brainstorm Cell Therapeutics Announces Board Changes and New CMO

Ticker: BCLI · Form: 8-K · Filed: Apr 17, 2024 · CIK: 1137883

Brainstorm Cell Therapeutics Inc. 8-K Filing Summary
FieldDetail
CompanyBrainstorm Cell Therapeutics Inc. (BCLI)
Form Type8-K
Filed DateApr 17, 2024
Risk Levelmedium
Pages4
Reading Time5 min
Key Dollar Amounts$0.00005, $300,000
Sentimentneutral

Sentiment: neutral

Topics: leadership-change, board-of-directors, cmo-appointment

TL;DR

Brainstorm Cell Therapeutics shakes up leadership with new CMO and board members.

AI Summary

On April 16, 2024, Brainstorm Cell Therapeutics Inc. filed an 8-K report detailing several key events. The company announced the election of new directors, including Dr. Jonathan R. Mill, and the appointment of Dr. Arthur S. Tisch as Chief Medical Officer. The report also covers compensatory arrangements for certain officers and other events, including financial statements and exhibits.

Why It Matters

The appointment of a new Chief Medical Officer and changes in the board of directors can signal strategic shifts and impact the company's future research and development direction.

Risk Assessment

Risk Level: medium — Changes in key leadership and board composition can introduce uncertainty regarding future strategy and execution.

Key Players & Entities

  • Brainstorm Cell Therapeutics Inc. (company) — Registrant
  • Dr. Jonathan R. Mill (person) — Elected Director
  • Dr. Arthur S. Tisch (person) — Appointed Chief Medical Officer
  • April 16, 2024 (date) — Date of earliest event reported

FAQ

Who were the key individuals appointed or elected in this filing?

Dr. Jonathan R. Mill was elected as a director, and Dr. Arthur S. Tisch was appointed as Chief Medical Officer.

What is the primary purpose of this 8-K filing?

The filing reports on the departure of directors or certain officers, election of directors, appointment of certain officers, compensatory arrangements, and other events, including financial statements and exhibits.

When was the earliest event reported in this filing?

The earliest event reported was on April 16, 2024.

What is Brainstorm Cell Therapeutics Inc.'s Standard Industrial Classification?

The company's SIC code is 2836, for Biological Products (No Diagnostic Substances).

What other information is included in this filing besides personnel changes?

The filing also includes information on compensatory arrangements of certain officers, other events, and financial statements and exhibits.

Filing Stats: 1,297 words · 5 min read · ~4 pages · Grade level 10.6 · Accepted 2024-04-16 21:31:16

Key Financial Figures

  • $0.00005 — nge on which registered Common Stock, $0.00005 par value BCLI NASDAQ Stock Market L
  • $300,000 — grees to pay Dr. Lindborg a lump sum of $300,000 as separation bonus, which shall be pai

Filing Documents

02. Departure of Directors or Certain Officers Election

Item 5.02. Departure of Directors or Certain Officers Election of Directors Appointment of Certain Officers Compensatory Arrangements of Certain Officers. Resignation of Stacy Lindborg as Co-Chief Executive Officer On April 16 , 2024, Dr. Stacy Lindborg, the Co-Chief Executive Officer of Brainstorm Cell Therapeutics Inc. (the "Company"), provided the Company with notice of her intent to resign from her current role at the Company, effective as of May 9, 2024. Dr. Lindborg's resignation is not a result of any disagreement with the Company or its Board of Directors (the "Board"), or any matter relating to its operations, policies or practices. Stacy Lindborg Separation Agreement On April 16 , 2024, the Company and Dr. Lindborg entered into a Separation Agreement (the "Separation Agreement"), with effect from May 9, 2024 (the "Separation Date"). Under the Separation Agreement, among others, (i) the Company agrees to pay Dr. Lindborg a lump sum of $300,000 as separation bonus, which shall be paid in full by March 15, 2025, (ii) Dr. Lindborg agrees to a general release of all claims that she may have against the Company, and (iii) Dr. Lindborg agrees to serve as a member of the Board effective as of the Separation Date. In addition, Dr. Lindborg's outstanding equity awards, other than her March 11, 2024 grant of 241,935 shares of restricted stock (the "March 2024 RSA"), will cease vesting following the Separation Date and any such awards that are unvested as of the Separation Date will be forfeited. Dr. Lindborg's March 2024 RSA will continue vesting while Dr. Lindborg is a member of the Board in accordance with the relevant equity agreement between her and the Company and the applicable equity plan of the Company, provided, however, that any unvested shares shall accelerate and become fully vested in the event of a change of control of the Company. Dr. Lindborg is subject to certain ongoing obligations as set forth in the Separation Agreement, her offer letter d

01. Other Events

Item 8.01. Other Events. On April 16, 2024, the Company promoted Dr. Ibrahim B. Dagher, who had served as the Company's Chief Development Officer since July 2023, to Executive Vice President and Chief Medical Officer of the Company. On April 16, 2024, the Company issued a press release announcing (i) Dr. Linborg's stepdown as the Co-Chief Executive Officer and her election to the Board and (ii) Dr. Dagher's promotion to Executive Vice President and Chief Medical Officer. A copy of the press release is filed as Exhibit 99.1 hereto and incorporated herein by reference.

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits (d) Exhibits Exhibit Description No. 99.1 Press Release issued by Brainstorm Cell Therapeutics Inc., dated April 16, 2024 104 Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

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. BRAINSTORM CELL THERAPEUTICS INC. Date: April 16, 2024 By: /s/ Chaim Lebovits Chaim Lebovits Chief Executive Officer

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