Windtree Therapeutics Board Changes and Officer Compensation

TL;DR

Windtree board shakeup: Hastings in, Patti out. Officer pay details also filed.

AI Summary

Windtree Therapeutics, Inc. announced on November 8, 2024, a change in its board of directors. Specifically, Dr. Paul J. Hastings has been appointed as a new director, and Dr. Joseph M. Patti has resigned from the board. The company also disclosed compensatory arrangements for its officers.

Why It Matters

Changes in board composition can signal shifts in company strategy or governance, while details on officer compensation are important for understanding executive incentives.

Risk Assessment

Risk Level: medium — Board changes and executive compensation disclosures can sometimes precede or reflect significant strategic shifts or financial performance issues.

Key Players & Entities

• Windtree Therapeutics, Inc. (company) — Registrant
• Dr. Paul J. Hastings (person) — Newly appointed director
• Dr. Joseph M. Patti (person) — Resigned director
• November 8, 2024 (date) — Date of earliest event reported

FAQ

Key Financial Figures

• $0.001 — h registered Common Stock , par value $0.001 per share WINT The Nasdaq Capital Ma
• $557,300 — Latkin's initial annual base salary is $557,300. He also will be eligible for year-end

Filing Documents

• wint20241113_8k.htm (8-K) — 40KB
• 0001437749-24-035033.txt ( ) — 177KB
• wint-20241108.xsd (EX-101.SCH) — 3KB
• wint-20241108_def.xml (EX-101.DEF) — 12KB
• wint-20241108_lab.xml (EX-101.LAB) — 15KB
• wint-20241108_pre.xml (EX-101.PRE) — 12KB
• wint20241113_8k_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. Retirement of Craig Fraser as President and Chief Executive Officer On November 14, 2024, Windtree Therapeutics, Inc. (the " Company ") announced that Craig Fraser will retire as the Company's President and Chief Executive Officer, effective as of December 1, 2024 (the " Transition Date "). Mr. Fraser will continue to serve as Chairman of the Company's board of directors (the " Board "). Mr. Fraser notified the Board of his planned retirement on November 8, 2024. In connection with Mr. Fraser's retirement, his Employment Agreement, dated February 1, 2016, as amended, shall be terminated effective as of the Transition Date. Mr. Fraser shall be entitled to (i) any unpaid compensation accrued through the last day of his employment, (ii) a lump sum payment in respect of all accrued but unused vacation days at Mr. Fraser's base salary in effect on the date such vacation was earned and (iii) payment of any other amounts owed to Mr. Fraser but not yet paid, less any amounts owed by him to the Company. Appointment of Jed Latkin as President and Chief Executive Officer On November 14, 2024, the Company announced the appointment of Jed Latkin, age 50, a current member of the Board, to serve as the Company's President and Chief Executive Officer, effective as of the Transition Date. As of the Transition Date, Mr. Latkin will begin serving as the Company's principal executive officer. The Board approved Mr. Latkin's appointment as the Company's President and Chief Executive Officer on November 8, 2024. Mr. Latkin served as the Chief Operating Officer and Head of Finance of ProPhase Labs, Inc. (" ProPhase "), a biotech, genomics and diagnostics company, since January 2024. In his capacity as Chief Operating Officer, Mr. Latkin also served as ProPhase's principal financial officer and principal accounting officer.

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 14, 2024 Windtree Therapeutics, Inc. By: /s/ Craig E. Fraser Name: Craig E. Fraser Title: President and Chief Executive Officer

View Full Filing

View this 8-K filing on SEC EDGAR