July 6, 2021
Brooklyn, NY – July 06, 2021 – Brooklyn ImmunoTherapeutics LLC (NYSE American: BTX) (“Brooklyn” or “the Company”), a biopharmaceutical company focused on exploring the role that cytokine and gene editing/cell therapy can have in treating patients with cancer, blood disorders, and monogenic diseases, today announced that on June 21 2021, Sandra M. Gurrola was granted a restricted stock unit grant covering 35,000 shares of Brooklyn’s common stock (the “Gurrola RSU”), and that on June 28, 2021, Kevin A. D’Amour was granted a non-qualified stock option covering 140,580 shares of Brooklyn’s common stock (the “Time-Based Option”) and a restricted stock unit covering 70,290 shares of Brooklyn’s common stock (the “D’Amour RSU”).
The D’Amour RSU and the Gurrola RSU will vest in four equal installments, with one-fourth of the shares covered by such RSU vesting on the anniversary of the grant date in each of 2022, 2023, 2024 and 205, in each case for so long as the grantee provides continuous service to Brooklyn through the relevant vesting date.
The Time-Based Option will have a per share exercise price equal to the closing price of a share of Brooklyn’s common stock on the NYSE American Stock Exchange on June 28, 2021. Of the shares covered by the Time-Based Option, twenty-five percent of the shares will vest on June 28, 2022, and 1/36 of the remaining shares will vest on the twenty-eighth day of each calendar month from July 28, 2022 through June 28, 2025, in each case for so long as Dr. D’Amour provides continuous service to Brooklyn through the relevant vesting date.
The unvested portion of the Gurrola RSU, the D’Amour RSU and the Time-Based Option will terminate upon the termination of the grantee’s employment with Brooklyn for any reason, subject to certain vesting acceleration provisions upon a qualifying termination, as described in his or her respective employment agreement with Brooklyn. Unless earlier terminated in accordance with their terms, each of the Gurrola RSU, D’Amour RSU and the Time-Based Option will otherwise expire on the tenth anniversary of its respective grant date and be subject to the terms and conditions of the respective option agreement approved by Brooklyn. Each of the Gurrola RSU, D’Amour RSU and the Time-Based Option is intended to constitute an “employment inducement grant” in accordance with the employment inducement grant rules set forth in Section 711(a) of the NYSE American LLC Company Guide, and is offered as an inducement material to the grantee in connection with Brooklyn’s hiring of such grantee. Each of the equity awards described above were granted pursuant to the Company’s 2021 Inducement Stock Incentive Plan, which was not subject to stockholder approval.
Brooklyn is focused on exploring the role that cytokine-based therapy can have in treating patients with cancer, both as a single agent and in combination with other anti-cancer therapies. The company is also exploring opportunities to advance therapies using leading edge gene editing/cell therapy technology through its option agreement with Factor Bioscience/Novellus.
Brooklyn’s most advanced program is studying the safety and efficacy of IRX-2 in patients with head and neck cancer. In a Phase 2A clinical trial in head and neck cancer, IRX-2 demonstrated an overall survival benefit. Additional studies are either underway or planned in other solid tumor cancer indications.