Item 5.02. Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain
Officers.
On and effective January 26, 2021, the Board of Directors (the "Board") of
Akebia Therapeutics, Inc. (the "Company") appointed Violetta Cotreau as the
Company's principal accounting officer. David A. Spellman, who had previously
been designated as the Company's principal accounting officer, will continue in
his roles as the Company's Senior Vice President, Chief Financial Officer,
Treasurer and principal financial officer.
Ms. Cotreau, age 48, joined the Company as its Senior Vice President and Chief
Accounting Officer in December 2020. From December 2016 to November 2020,
Ms. Cotreau held various positions at AMAG Pharmaceuticals, Inc., a
biopharmaceutical company ("AMAG"), most recently as Senior Vice President and
Corporate Controller and before that as Vice President, Corporate Controller and
Executive Director of Accounting and Corporate Controller, where she led, among
other processes, the accounting function for AMAG. From October 2014 to December
2016, Ms. Cotreau served as Senior Director, Corporate Accounting at Hologic,
Inc., a medical technology company ("Hologic"). Prior to that, Ms. Cotreau held
a number of other positions at Hologic, including Director of Corporate
Accounting from February 2011 to October 2014, Director of Revenue Accounting
from December 2009 to February 2011, Senior Revenue Manager from April 2008 to
December 2009 and Accounting Manager from December 2004 to April 2008. Prior to
Hologic, Ms. Cotreau held several other accounting-related positions at various
companies. Ms. Cotreau received a B.S. in accounting from the University of
Massachusetts - Lowell.
No amendments or modifications of Ms. Cotreau's existing terms of employment
were made in connection with her appointment as principal accounting officer. In
connection with Ms. Cotreau's initial employment by the Company in December
2020, the Company entered into an offer letter with Ms. Cotreau, which provides
for Ms. Cotreau's at-will employment for an indefinite term (the "Offer
Letter"). Pursuant to the Offer Letter, Ms. Cotreau receives a base salary of
$350,000 per year and has an individual bonus target of 35% of her base salary.
Ms. Cotreau also received a signing bonus of $60,000. On December 31, 2020 (the
"Grant Date"), the Company granted Ms. Cotreau options to purchase 42,000 shares
of the Company's common stock pursuant to the Company's inducement award program
as an inducement material to her entering into employment with the Company in
accordance with Nasdaq Listing Rule 5635(c)(4) (the "Options"). The Options have
an exercise price of $2.80, which is equal to the closing price of the Company's
common stock, par value $0.00001 per share ("Common Stock"), on The Nasdaq
Global Market on the Grant Date and vest over a four-year period, with 25% of
the underlying shares vesting on the first anniversary of the Options grant date
and the remaining 75% of the underlying shares vesting in equal quarterly
installments thereafter, subject to Ms. Cotreau's continuous employment by the
Company. The Company also granted Ms. Cotreau restricted stock units (the
"RSUs") for 12,900 shares of the Company's Common Stock on the Grant Date
pursuant to the Company's 2014 Incentive Plan, as amended. The RSUs vest on the
first anniversary of the Grant Date, subject to Ms. Cotreau's continuous
employment by the Company.
In addition, the Company entered into an Executive Severance Agreement with
Ms. Cotreau, pursuant to which the Company agreed to provide certain severance
benefits to Ms. Cotreau, including, in the event of termination by the Company
without Cause or Good Reason (in each case, as such term is defined in the
Executive Severance Agreement), continuation of pay of her then-base salary for
a period of nine months.
There is no arrangement or understanding between Ms. Cotreau and any other
person pursuant to which Ms. Cotreau was selected as the Company's principal
accounting officer. There is no family relationship between Ms. Cotreau and any
director, executive officer, or person nominated or chosen by the Company to
become a director or executive officer of the Company. Ms. Cotreau is not, and
has not been since January 1, 2020, a participant in any transaction involving
the Company, and is not a participant in any proposed transaction with the
Company, required to be disclosed pursuant to Item 404(a) of RegulationS-K under
the Securities Exchange Act of 1934, as amended.
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