Allogene Therapeutics, Inc. current report, 08 July 2022

Allogene Therapeutics, Inc. — Form 8-K Summary

Business Context and Reporting Period

Allogene Therapeutics, Inc., a Delaware biotechnology company listed on Nasdaq under the symbol ALLO, filed this Current Report on July 8, 2022, with the report signed on July 12, 2022. The filing concerns a change to the Company’s board of directors and related compensation arrangements; it does not report quarterly or annual financial results.

Material Corporate Change

  • The Board increased its authorized size from 11 to 12 directors.
  • Stephen Mayo, Ph.D. was appointed as a Class III director effective July 8, 2022.
  • Dr. Mayo’s term expires at the Company’s 2024 annual meeting of stockholders.
  • He entered into the Company’s standard form of director and officer indemnification agreement.

Director Compensation

  • Annual cash retainer of $40,000 for Board service.
  • Initial stock option grant with an aggregate grant-date value of $425,000, vesting monthly over three years.
  • Initial restricted stock unit award with an aggregate grant-date value of $425,000, vesting in three equal annual installments.
  • Under the compensation policy, annual equity awards with an aggregate grant-date value of $425,000 may be provided at each annual meeting, consisting of options, restricted stock units, or a proportionate combination selected by the director.
  • The described equity awards fully vest upon a change in control, as defined in the Company’s equity incentive plan.

Financial Metrics, Outlook, and Risks

The filing does not provide revenue, profit, cash flow, margins, debt, liquidity, financial guidance, operating outlook, or clinical and regulatory updates. It also does not disclose new contingencies or unusual financial items.

Investor Verification Items

  • Verify the final number of shares underlying Dr. Mayo’s option and restricted stock unit awards, which are not specified in the filing text.
  • Review the Company’s 2021 Form 10-K for the complete non-employee director compensation policy and indemnification agreement.
  • Consider the potential dilution and change-in-control vesting implications of the director equity awards.
  • Review subsequent filings for additional Board changes, annual equity grants, or updated compensation terms.