UNITED STATES
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FORM
CURRENT REPORT
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Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On September 2, 2023, Tom Dubensky, Ph.D. resigned from his role as president and member of the Board of Directors (the “Board”) of Tempest Therapeutics, Inc. (the “Company”), and will transition to an advisor role on September 15, 2023 (the “Separation Date”). Dr. Dubensky’s resignation was not due to any disagreement with the Company on any matter relating to the Company’s operations, policies, or practices. In connection with Dr. Dubensky’s resignation, the Board will appoint Stephen Brady, the Company’s chief executive officer, as president and chief executive officer effective as of the Separation Date. Mr. Brady’s responsibilities will remain unchanged.
In connection with Dr. Dubensky’s resignation, the Company and Dr. Dubensky expect to enter into a separation and consulting agreement that includes a general release of claims (the “Agreement”) pursuant to which Dr. Dubensky will take on an advisor role, and is expected to assist the Company with the transition of his responsibilities following the Separation Date. Under the Agreement, from the Separation Date until at least December 15, 2023, the Company expects to retain Dr. Dubensky as an advisor and consultant to provide specified consulting services from time to time as requested by the Company. The Company expects to pay Dr. Dubensky a retainer of $8,000 for the initial part of the consulting period between the Separation Date and October 15, 2023, and thereafter, the Company will pay $500 per hour for services rendered under the Agreement.
The foregoing description of the Agreement does not purport to be complete and is qualified by reference to the full text of the Agreement, a copy of which will be filed as an exhibit to the Company’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2023.
SIGNATURES
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.
| TEMPEST THERAPEUTICS, INC. | ||||||
| Date: September 7, 2023 | By: | /s/ Stephen Brady | ||||
| Name: | Stephen Brady | |||||
| Title: | Chief Executive Officer | |||||