Windtree Therapeutics Files 8-K/A Amendment on Leadership Changes
Ticker: WINTW · Form: 8-K/A · Filed: Nov 15, 2024 · CIK: 946486
| Field | Detail |
|---|---|
| Company | Windtree Therapeutics Inc /De/ (WINTW) |
| Form Type | 8-K/A |
| Filed Date | Nov 15, 2024 |
| Risk Level | medium |
| Pages | 5 |
| Reading Time | 6 min |
| Key Dollar Amounts | $0.001, $370,000 b, $370,000 |
| Sentiment | neutral |
Sentiment: neutral
Topics: leadership-change, filing-amendment, governance
TL;DR
Windtree Therapeutics amended its 8-K filing on 9/25/24, detailing leadership and compensation changes.
AI Summary
Windtree Therapeutics, Inc. filed an amendment (8-K/A) on November 15, 2024, to a report originally dated September 25, 2024. This amendment concerns the departure of directors or certain officers, the election of directors, the appointment of certain officers, and compensatory arrangements for certain officers. The filing details changes within the company's leadership and compensation structures.
Why It Matters
This filing provides crucial updates on the company's governance and executive compensation, which can impact investor confidence and strategic direction.
Risk Assessment
Risk Level: medium — Amendments to 8-K filings, especially those concerning leadership and compensation, can indicate internal shifts that may carry inherent risks.
Key Numbers
- 001-39290 — SEC File Number (Identifies the company's filing history with the SEC.)
Key Players & Entities
- Windtree Therapeutics, Inc. (company) — Registrant
- September 25, 2024 (date) — Earliest event reported date
- November 15, 2024 (date) — Filing date of amendment
- Delaware (jurisdiction) — State of incorporation
FAQ
What specific leadership positions were affected by this amendment?
The amendment pertains to the departure of directors or certain officers, election of directors, and appointment of certain officers, but the specific names and positions are not detailed in the provided text.
What is the primary reason for filing this 8-K/A amendment?
The amendment is to update information regarding the departure of directors or certain officers, election of directors, appointment of certain officers, and compensatory arrangements of certain officers.
When was the original event that this amendment relates to?
The earliest event reported date for the original filing was September 25, 2024.
What is the filing date of this amendment?
This amendment (8-K/A) was filed on November 15, 2024.
What is Windtree Therapeutics, Inc.'s state of incorporation?
Windtree Therapeutics, Inc. is incorporated in Delaware.
Filing Stats: 1,444 words · 6 min read · ~5 pages · Grade level 12.5 · Accepted 2024-11-15 16:32:09
Key Financial Figures
- $0.001 — h registered Common Stock , par value $0.001 per share WINT The Nasdaq Capital Ma
- $370,000 b — to Ms. McAndrew's annual base salary to $370,000 but had not yet finalized the employment
- $370,000 — cAndrew's initial annual base salary is $370,000. She also will be eligible for year-end
Filing Documents
- wint20241113_8ka.htm (8-K/A) — 30KB
- 0001437749-24-035497.txt ( ) — 164KB
- wint-20240925.xsd (EX-101.SCH) — 3KB
- wint-20240925_def.xml (EX-101.DEF) — 12KB
- wint-20240925_lab.xml (EX-101.LAB) — 15KB
- wint-20240925_pre.xml (EX-101.PRE) — 12KB
- wint20241113_8ka_htm.xml (XML) — 3KB
02
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. On October 1, 2024, the Company reported in the Original 8-K that its Board of Directors (the " Board ") had appointed Jamie McAndrew as the Company's Senior Vice President, Chief Financial Officer and principal financial officer. At the time of the Original 8-K, the Company disclosed that the Board approved an increase to Ms. McAndrew's annual base salary to $370,000 but had not yet finalized the employment agreement with Ms. McAndrew and stated that it would provide a description of such employment agreement once established. On November 8, 2024, in connection with Ms. McAndrew's appointment, the Board approved an employment agreement (the " Agreement ") with Ms. McAndrew setting forth the compensation arrangement for this position. The following are the key terms of the Agreement (the defined terms in the description below have the meaning ascribed in the Agreement): Compensation. Ms. McAndrew's initial annual base salary is $370,000. She also will be eligible for year-end bonuses, paid in either cash or equity, or both, with a target of 40% of base salary (the " Target Bonus "), as may be awarded, if at all, at the sole discretion of the Compensation Committee of the Board after consultation with the Company's Chief Executive Officer. The Agreement is effective until terminated and includes a 12-month post-employment non-competition agreement, and a separate agreement providing for non-interference and non-solicitation, as well as obligations of confidentiality and the assignment to the Company of all intellectual property. Termination of Employment. Under the Agreement, Ms. McAndrew will be entitled to specified benefits upon termination of her employment by the Company without Cause, by Ms. McAndrew for Good Reason, or in the event of a Change of Control (in each case as defined in the Agreement), on
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, thereunto duly authorized. Dated: November 15, 2024 Windtree Therapeutics, Inc. By: /s/ Craig E. Fraser Name: Craig E. Fraser Title: President and Chief Executive Officer