UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
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CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): April 6, 2022
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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 x
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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 April 6, 2022, the Board of Directors (the “Board”) of LianBio (the “Company”) appointed Wei Wei Chen as an independent director, effective immediately. Ms. Chen was appointed as a Class II director with a term expiring at the Annual Meeting of Shareholders to be held in 2023. The Board also appointed Ms. Chen to the Audit Committee of the Board (the “Audit Committee”).
In accordance with the Company’s customary practice, the Company intends to enter into an indemnification agreement with Ms. Chen, which requires the Company to indemnify Ms. Chen against certain liabilities that may arise in connection with her status or service as a director. The foregoing description is qualified in its entirety by the full text of the form of indemnification agreement, which was filed with the Securities and Exchange Commission (the “SEC”) as Exhibit 10.21 to the Company’s Amendment No. 4 to Form S-1 Registration Statement filed on October 28, 2021 (the “S-1 Amendment”).
Ms. Chen will be entitled to compensation for her service as a non-employee director pursuant to the Company’s compensation practices for non-employee directors, which are described in the LianBio Non-Employee Director Compensation Policy filed as Exhibit 10.40 to the S-1 Amendment.
There is no arrangement or understanding between Ms. Chen and any other person pursuant to which Ms. Chen was selected as a director. There are no transactions involving Ms. Chen requiring disclosure under Item 404(a) of Regulation S-K of the SEC.
A copy of the press release announcing Ms. Chen’s election to the Board is filed as Exhibit 99.1 and incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
(d)Exhibits
| Exhibit No. | Description | |||||||
| 99.1 | ||||||||
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) | |||||||
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.
| LIANBIO | |||||
| By: | /s/ Yizhe Wang | ||||
| Yizhe Wang | |||||
| Chief Executive Officer | |||||
Date: April 8, 2022
LianBio Appoints Wei Wei Chen to Board of Directors
Shanghai and Princeton, NJ, – April 7, 2022 – LianBio (Nasdaq: LIAN), a biotechnology company dedicated to bringing innovative medicines to patients in China and other major Asian markets, today announced the appointment of Wei Wei Chen to the company’s Board of Directors.
“I am pleased to welcome Wei Wei Chen to the LianBio board,” said Yizhe Wang, Ph.D., Chief Executive Officer of LianBio. “Her deep knowledge of the Chinese market, combined with her ability to manage business growth and transformation, will be extremely beneficial to LianBio as we grow our team and make strides toward advancing our diverse pipeline of potentially transformative medicines for patients in China and throughout Asia.”
Ms. Chen brings over 17 years of experience serving as a Chief Financial Officer for a number of companies, including in the consumer retail and healthcare sectors. Most recently, she served as Vice President, Chief Financial Officer of Starbucks (China) Company Limited, where she drove significant business growth and played a key role in multiple business transformation initiatives. Prior to that, Ms. Chen served as Chief Financial Officer of Yum! Brands, Inc.’s China Division. Before joining the consumer retail sector, Ms. Chen worked in the healthcare sector for fifteen years, where she last served as Chief Financial Officer, Asia of Sanofi Group. Prior to Sanofi, she worked for Schering-Plough Corporation. Ms. Chen started her career as an auditor at Ernst & Young, LLP. She currently serves as a non-executive director at DFI Retail Group, and as a non-executive director at HBM Holding Limited. Ms. Chen is a certified public accountant. She received her bachelor’s degree in accountancy from the University of Illinois at Urbana-Champaign and her master’s degree in business administration from Rutgers University.
“I’m honored to join the LianBio board and am excited for the opportunity to help further the company’s mission of providing medicines to patients with significant unmet medical needs,” said Ms. Chen. “I look forward to supporting LianBio’s management team to continue developing the next generation of innovative therapies in Greater China and across Asia.”
About LianBio
LianBio is a cross-border biotechnology company on a mission to bring transformative medicines to historically underserved patients in China and other Asian markets. Through partnerships with highly innovative biopharmaceutical companies around the world, LianBio is advancing a diversified portfolio of clinically validated product candidates with the potential to drive new standards of care across cardiovascular, oncology, ophthalmology, inflammatory disease and respiratory indications. LianBio is establishing an international infrastructure to position the company as a partner of choice with a platform to provide access to China and other Asian markets. For more information, please visit www.lianbio.com.
For investor inquiries, please contact:
IR@lianbio.com
For media inquiries, please contact:
Katherine Smith, CanaleComm
E: katherine.smith@canalecomm.com
T: +1 619 849 5378