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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 July 21, 2020, the Board of Directors (the “Board”) of Homology Medicines, Inc. (the “Company”) increased the size of the board from seven to eight directors, and elected Jeffrey V. Poulton as a Class I director of the Company. Mr. Poulton has also been appointed to serve on the Audit Committee of the Board (the “Audit Committee”), replacing Richard Gregory, Ph.D. on the committee.
Mr. Poulton is eligible to participate in the Company’s Non-Employee Director Compensation Program, including receipt of an annual retainer of $40,000 for his Board service, an additional annual retainer of $7,500 for his service as a member of the Audit Committee, and an initial award of an option to purchase 36,000 shares of the Company’s common stock (the “Initial Award”). The Initial Award has an exercise price equal to $16.48 per share, the fair market value of a share of the Company’s common stock on the date of grant, and will vest and become exercisable in three substantially equal annual installments following the date of grant, subject to Mr. Poulton’s continued service on the Board through each such vesting date. Mr. Poulton has also entered into the Company’s standard indemnification agreement for directors and officers.
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.
|HOMOLOGY MEDICINES, INC.|
|Date: July 21, 2020||By:|
|W. Bradford Smith|
|Chief Financial Officer, Treasurer and Secretary|