Business Context and Reporting Period
This Form 8-K was filed by Achieve Life Sciences, Inc. on March 9, 2021, reporting events occurring on that date. The Company is incorporated in Delaware and its common stock trades on the NASDAQ Capital Market under the symbol ACHV.
Key Financial Metrics
This filing does not contain financial performance data such as revenue, profit, cash flow, margins, debt, or liquidity metrics. The report focuses exclusively on corporate governance changes.
Material Changes
The primary material change reported is the appointment of two new directors to the Board of Directors, effective March 15, 2021:
- Bridget Martell, M.D.: Appointed as a director. She currently serves as the Company's President and Chief Medical Officer.
- Cindy Jacobs, Ph.D., M.D.: Appointed as a director. She currently serves as the Company's President and Chief Medical Officer.
Neither appointee has been assigned to a Board committee at this time.
Compensation and Governance Details
Compensation arrangements for the new directors are as follows:
- Dr. Martell:
- Annual cash retainer of $40,000 for Board service.
- Initial stock option grant to purchase up to 5,650 shares of common stock.
- Exercise price: Closing stock price on the grant date.
- Vesting: Monthly over 36 months, commencing one month from the grant date.
- Standard indemnity agreement executed.
- Dr. Jacobs: Will not receive any compensation for her service as a director.
The Company confirmed there are no family relationships between the appointees and other directors or officers, and no undisclosed material interests in transactions.
Investor Verification Checklist
- Verify the effective date of the director appointments (March 15, 2021).
- Confirm the specific terms of Dr. Martell's stock option grant (5,650 shares, 36-month vesting).
- Review the Company's 2018 Equity Incentive Plan for further details on option grants.
- Note that this filing does not provide updated financial statements or operational guidance.