Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain
Officers; Compensatory Arrangement of Certain Officers.
Appointment of Craig Ballaron to Board of Directors
Effective June 13, 2019, the board of directors (the “Board”) of Verrica Pharmaceuticals Inc. (the “Company”) appointed Craig Ballaron
to serve as a director of the Company. Mr. Ballaron will serve as a Class II director whose term will expire at the 2020 annual meeting of stockholders. Additionally, Mr. Ballaron was appointed as a member of the Company’s
Compensation and Nominating and Corporate Governance Committees, also effective June 13, 2019, thereby increasing the number of members serving on both the Compensation and Nominating and Corporate Governance Committees from two to three.
There is no arrangement or understanding between Mr. Ballaron and any other person pursuant to which he was selected as a director of the Company, and
there is no family relationship between Mr. Ballaron and any of the Company’s other directors or executive officers. The Company is not aware of any transaction involving Mr. Ballaron requiring disclosure under Item
404(a) of Regulation
S-K.
Additional information about Mr. Ballaron is set forth below:
Craig Ballaron
, age 58, has served as an independent consultant in the pharmaceuticals, cosmeceuticals, physician dispense products
and electronics fields since 2016. Mr. Ballaron was the
co-founder
of Aqua Pharmaceuticals Holdings, Inc. and served as the Chief Executive Officer, President and member of the Board of Directors from
2004 to December 2015. Prior to founding Aqua Pharmaceuticals, Mr. Ballaron held various roles with increasing responsibilities at Bioglan Pharmaceuticals from 1999 to 2004 and previously worked at Precicontact, Inc., Ultra Precision, Inc. and
The Niemever Corporation. Mr. Ballaron received his B.S. in Business Management from York College.
In accordance with the Company’s
non-employee
director compensation policy, upon commencement of his service as a director, Mr. Ballaron was granted an initial option grant to purchase 17,502 shares of the Company’s common stock under its
2018 Equity Incentive Plan, with
one-third
of the shares vesting on the first anniversary of the date of grant and the remaining shares vesting in 24 equal monthly installments thereafter, subject to his
continued service as a director through the applicable vesting date. Additionally, Mr. Ballaron will be entitled to receive a $40,000 annual retainer for his service as director, a $5,000 annual retainer for his service as a member of the
Compensation Committee and a $5,000 annual retainer for his service as a member of the Nominating and Corporate Governance Committee. At each annual stockholder meeting following which Mr. Ballaron’s term as a director continues (beginning
with the 2020 annual meeting of stockholders), Mr. Ballaron will be entitled to receive an additional stock option to purchase 5,834 shares of the Company’s common stock, which option will vest and become exercisable in 12 equal monthly
installments following the date of grant and in any event will be fully vested on the date of the next annual meeting of stockholders, subject to his continued service as a director though the applicable vesting date. Mr. Ballaron has also
entered into the Company’s standard form of indemnification agreement.