Item 2.02 Results of Operations and Financial Condition.
On
In accordance with General Instruction B.2. of Form 8-K, the information in this Item 2.02, and Exhibit 99.1 hereto, shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liability of that section, nor shall it be deemed incorporated by reference in any of the Registrant's filings under the Securities Act of 1933, as amended, or the Exchange Act, whether made before or after the date hereof, regardless of any incorporation language in such a filing, except as expressly set forth by specific reference in such a filing.
Item 8.01 Other Events.
On
The purpose of the Inducement Plan is to secure and retain the services of eligible employees, to provide incentives for such eligible employees to exert maximum efforts for the success of the Company, and to provide such eligible employees an opportunity to benefit from increases in value of the Company's Common Stock through the granting of certain stock awards. The Inducement Plan was approved by the Compensation Committee without stockholder approval pursuant to Nasdaq Stock Market Listing Rule 5635(c)(4), and is to be utilized exclusively for the grant of stock awards to individuals who were not previously an employee or non-employee director of the Company (or following a bona fide period of non-employment with the Company) as an inducement material to such individual's entry into employment with the Company, within the meaning of Nasdaq Listing Rule 5635(c)(4).
The Inducement Plan will be administered by the Compensation Committee. Stock awards under the Inducement Plan may only be granted by: (i) the Compensation Committee, (ii) another committee of the Board composed solely of at least a majority of the members of the Board who meet the requirements for independence under the Nasdaq Stock Market Listing Rules ("Independent Directors"), or (iii) at the Board level by at least a majority of the Independent Directors, with non-Independent Directors abstaining (the foregoing subsections (i), (ii) and (iii) are collectively referred to as the "Committee").
The Committee may choose to grant (i) nonstatutory stock options, (ii) stock appreciation rights, (iii) restricted stock awards, (iv) restricted stock unit awards, and (v) other stock awards to eligible recipients, with each grant to be evidenced by an award agreement setting forth the terms and conditions of the grant as determined by the Committee in accordance with the terms of the Inducement Plan.
The foregoing description of the Inducement Plan and Related Agreements is not
complete and is qualified in its entirety by reference to the text of the
Inducement Plan and Related Agreements, which are filed as Exhibits 10.21 and
10.22, respectively, to the Company's Annual Report on Form 10-K filed with the
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Item 9.01 Financial Statements and Exhibits.
(d) Exhibits Exhibit Number Exhibit Description 99.1 Press Release, datedFebruary 28, 2020 , "GlycoMimetics Reports Highlights and Financial Results for Fourth Quarter and Year-end 2019" 3
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