Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On January 3, 2023, the Board of Directors (the "Board") of Athersys, Inc., a
Delaware corporation (the "Company"), appointed Joseph Nolan as a director to
fill an existing vacancy on the Board, effective as of January 4, 2023.
Mr. Nolan has more than 30 years of experience as a biotechnology and
pharmaceutical executive who currently serves as Chief Executive Officer of
Jaguar Gene Therapy, LLC ("Jaguar"). Mr. Nolan has particular expertise in
launching products that treat central nervous system disorders, most in orphan
and specialty settings. Prior to Jaguar, he was General Manager of AveXis (now
Novartis Gene Therapies), where he was a part of the team that launched
Zolgensma for the treatment of spinal muscular atrophy, one of two recently
approved gene therapies in the U.S. Earlier in his career, Mr. Nolan served as
President at Dohmen Life Science Services, Chief Commercial Officer at Marathon
Pharmaceuticals and Chief Commercial Officer at Lundbeck Inc. He has also held
senior positions at Takeda Pharmaceuticals and Abbott Laboratories. Mr. Nolan is
a director of Jaguar and Axovia Therapeutics.
Mr. Nolan has been appointed to the following committees of the Board:
Nominations, Governance and Compliance Committee, Compensation Committee and
Audit Committee.
The Company expects to enter into an indemnification agreement with Mr. Nolan in
the same form as entered into with other Company directors (the "Indemnification
Agreement"). The Indemnification Agreement provides that, to the extent
permitted by Delaware law, the Company will indemnify Mr. Nolan against all
expenses, costs, liabilities and losses (including attorneys' fees, judgments,
fines or settlements) incurred or suffered by him in connection with any suit in
which he is a party or otherwise involved as a result of his service as a member
of the Board. The Company's form of Indemnification Agreement is filed with the
SEC as Exhibit 10.12 to the Company's Annual Report on Form 10-K for the fiscal
year ended December 31, 2021.
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