UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): September 29, 2023
(Exact name of registrant as specified in its charter)
| (State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) | ||||||||||||
(Address of principal executive offices, including zip code)
Registrant’s telephone number, including area code: 281 -454-3424
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligations of the registrant under any of the following provisions:
| Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) | |||||
| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) | |||||
| Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) | |||||
| Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) | |||||
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||||||
| None | ||||||||
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 ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On September 26, 2023, Bellicum Pharmaceuticals, Inc. (the “Company”) entered into an amendment to its consulting agreement with Charity Scripture, the Company’s former Chief Development Officer (the “Consulting Agreement Amendment”). The Consulting Agreement Amendment extends the term of Dr. Scripture’s consulting agreement from September 30, 2023 to March 31, 2024, effective immediately. No other changes were made to Dr. Scripture’s consulting agreement, a copy of which was filed as Exhibit 10.2 to the Company’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on August 10, 2023 and is incorporated herein by reference.
The foregoing description of the Consulting Agreement Amendment is qualified in its entirety by reference to the text of the Consulting Agreement Amendment, which is attached as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
Exhibit No. | Description | |||||||
10.1 | ||||||||
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.
Bellicum Pharmaceuticals, Inc. | |||||||||||||||||
Dated: September 29, 2023 | By: | /s/ Richard A. Fair | |||||||||||||||
| Richard A. Fair | |||||||||||||||||
| Principal Executive and Financial Officer | |||||||||||||||||
AMENDMENT
TO
CONSULTING AGREEMENT
This Amendment to Consulting Agreement (the “Amendment”) is made and entered into effective September 26, 2023 (the “Effective Date”) by and between Charity Scripture, having an address on file (“Consultant”) and Bellicum Pharmaceuticals, Inc., having its principal address at 3730 Kirby Dr., Suite 1200, Houston, Texas 77098 (together with its affiliates and subsidiaries “Bellicum”). Capitalized terms used herein but not defined herein will have the meanings ascribed to such terms in the Agreement. Consultant and Bellicum are sometimes referred to herein individually as a “Party” and collectively as the “Parties”.
Whereas, the Parties have previously entered into and executed a Consulting Agreement dated July 3, 2023 (the “Agreement”);
Whereas, the Parties wish to amend the Agreement to extend the term.
Now Therefore, in consideration of the premises, the mutual covenants contained herein and other valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties hereby agree as follows:
1.The term of the Agreement as set forth in Section 2(a) is hereby extended to March 31, 2024. The Agreement may be terminated as set forth in Section 2.
2.Except as expressly amended by this Amendment, the Agreement shall be unchanged and shall remain in full force and effect in accordance with its terms.
This Amendment may be executed in one or more counterparts, each of which will be deemed an original, and all of which will constitute one and the same instrument.
In Witness Whereof, the Parties hereto have caused this Amendment to be executed by their duly authorized representatives as of the Effective Date of this Amendment.
Bellicum Pharmaceuticals, Inc.
| By: | /s/ Rick Fair | By: | /s/ Charity Scripture | |||||||||||||||||
| Name: Rick Fair | Charity Scripture | |||||||||||||||||||
| Title: President & CEO | ||||||||||||||||||||