UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported)
June 9, 2020
ORIC Pharmaceuticals, Inc.
(Exact name of registrant as specified in its charter)
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Delaware |
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001-39269 |
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(State or other jurisdiction of incorporation) |
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(Commission File Number) |
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(IRS Employer |
240 E. Grand Ave, 2nd Floor
South San Francisco, CA 94080
(Address of principal executive offices, including zip code)
(650) 388-5600
(Registrant’s telephone number, including area code)
Not Applicable
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
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Title of each class |
Trading Symbol(s) |
Name of each exchange on which registered |
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Common stock, par value $0.0001 per share |
ORIC |
The NASDAQ Global Select Market |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☒
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
(d) Election of Directors
On June 9, 2020, the Board of Directors (the “Board”) of ORIC Pharmaceuticals, Inc. (the “Company”) appointed Dr. Lori Kunkel to serve as a Class I director, with a term expiring at the Company’s 2021 annual meeting of stockholders.
There are no arrangements or understandings between Dr. Kunkel and any other person pursuant to which Dr. Kunkel was selected as a director. In addition, there are no transactions in which Dr. Kunkel has an interest that would require disclosure under Item 404(a) of Regulation S-K.
Dr. Kunkel will receive compensation for her service pursuant to the Company’s non-employee director compensation policy as described in the Company’s final prospectus filed with the Securities and Exchange Commission on April 24, 2020 relating to its Registration Statements on Form S-1 (File Nos. 333-236792 and 333-237814). This includes an annual cash retainer of $35,000 per year for service as a non-employee director. Additionally, as a new non-employee director, Dr. Kunkel was granted a stock option to purchase 28,515 shares of common stock upon her appointment to the Board. This stock option will vest as to 1/36th of the total number of shares on each monthly anniversary of Dr. Kunkel’s commencement of service as a non-employee director, subject to her continued service through the applicable vesting date. In the event of a change in control (as defined in the Company’s 2020 Equity Incentive Plan), the stock option will vest in full. In addition, Dr. Kunkel also executed the Company’s standard form of indemnification agreement.
A copy of the press release announcing Dr. Kunkel’s appointment as a director is attached hereto as Exhibit 99.1.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
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Exhibit No. |
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Description |
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99.1 |
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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 hereunto duly authorized.
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ORIC PHARMACEUTICALS, INC. |
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Date: June 10, 2020 |
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By: |
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/s/ Dominic Piscitelli |
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Dominic Piscitelli Chief Financial Officer |
Exhibit 99.1
ORIC Pharmaceuticals Appoints Lori Kunkel, M.D., to its Board of Directors
SOUTH SAN FRANCISCO, CA – June 9, 2020 – ORIC Pharmaceuticals, Inc. (Nasdaq: ORIC), a clinical stage oncology company focused on developing treatments that address mechanisms of therapeutic resistance, today announced the appointment of Lori Kunkel, M.D., to its board of directors. Dr. Kunkel brings more than twenty-five years of experience in oncology and immunology drug development and commercialization.
“We are delighted to welcome Lori to our board of directors as ORIC embarks on this next phase of its evolution,” said Jacob Chacko, M.D., chief executive officer. Over a multi-decade career, Lori has made significant contributions as a clinician, academic and highly respected leader in the biotechnology community, and has played a key role in the development, approval and commercialization of multiple innovative oncology therapies. We look forward to her contributions and insights as we continue to advance our lead asset, ORIC-101, further into clinical development while ORIC-533 and our early stage pipeline progress toward the clinic.”
Dr. Kunkel currently serves on the board of directors of Nurix Therapeutics, Maverick Therapeutics and Curis, and has served on the board of directors of Loxo Oncology, Amphivena, Harpoon Therapeutics and Tocagen. Previously, she served as acting Chief Medical Officer at Loxo Oncology, as Chief Medical Officer at Pharmacyclics and Proteolix, and in various senior clinical roles at Baxter Healthcare, Chiron, and Genentech. Prior to joining the biotechnology industry in 1995, Dr. Kunkel spent ten years in academic medicine and served as a faculty member at the Bone Marrow Transplant Unit in the Division of Hematology/Oncology at the University of California, Los Angeles. Dr. Kunkel received her medical degree from University of Southern California and her bachelor’s degree in biology from University of California, San Diego. She is board certified in internal medicine and held board certifications in hematology and oncology.
“ORIC Pharmaceuticals is making great strides in advancing its broad pipeline of novel therapies aimed at overcoming resistance in cancer, making this an incredibly exciting time to be joining the board,” said Dr. Kunkel. “I look forward to collaborating with the leadership team and my fellow board members to help ORIC advance its novel therapeutics and further develop its pipeline.”
About ORIC Pharmaceuticals, Inc.
ORIC Pharmaceuticals is a clinical stage biopharmaceutical company dedicated to improving patients’ lives by Overcoming Resistance In Cancer. ORIC’s lead product candidate, ORIC-101, is a potent and selective small molecule antagonist of the glucocorticoid receptor, which has been linked to resistance to multiple classes of cancer therapeutics across a variety of solid
tumors. ORIC-101 is currently in two separate Phase 1b trials of ORIC-101 in combination with (1) Xtandi (enzalutamide) in metastatic prostate cancer and (2) Abraxane (nab-paclitaxel) in advanced or metastatic solid tumors. ORIC’s second product candidate, ORIC-533, is an orally bioavailable small molecule inhibitor of CD73, a key node in the adenosine pathway believed to play a central role in resistance to chemotherapy- and immunotherapy-based treatment regimens. Beyond these two product candidates, ORIC is also developing multiple precision medicines targeting other hallmark cancer resistance mechanisms. ORIC has offices in South San Francisco and San Diego, California. For more information, please go to http://oricpharma.com/.
Contact:
Dominic Piscitelli, Chief Financial Officer
dominic.piscitelli@oricpharma.com
info@oricpharma.com