Item 5.02. Departure of
Directors or Certain Officers; Election of Directors; Appointment
of Certain Officers; Compensatory Arrangements of Certain
On October 7, 2022, the Company announced that it has reorganized
and streamlined its executive leadership team to align with its
business plan to promote Twirla® (levonorgestrel and ethinyl
estradiol) transdermal system growth. As part of the changes,
on October 4, 2022, the Board of Directors (the “Board”) of Agile
Therapeutics, Inc. (the “Company”) appointed Geoffrey Gilmore, the
Company’s current general counsel, to a new position of Chief
Administrative Officer, effective as of November 1, 2022. In
connection with this new position, Mr. Gilmore is entitled to a
base salary of $450,000 and continues to be eligible to participate
in the Company’s annual bonus plan. Mr. Gilmore’s target
annual bonus is 45% of his base salary. The creation of the
new role is intended to consolidate and streamline the Company’s
G&A functions into one group.
On October 4, 2022, Dr. James Tursi informed the Board that he
would retire as a Class I director, effective October 7, 2022. The
Company does not intend to fill Dr. Tursi’s seat on the Board and
therefore the size of the Board will be seven directors. The
Company expressed gratitude to Dr. Tursi for his contributions to
the Board and the Company. Dr. Tursi’s departure is not related to
any disagreement with the Company or the Board regarding any matter
related to the Company’s operations, policies or practices.
The board of directors is evaluating how it intends to fill
Dr. Tursi’s committee assignments.
Item 8.01. Other
On October 7, 2022, the Company issued a press release announcing
that it has reorganized and streamlined its executive leadership
team to align with its plan for growth. In addition to Mr.
Gilmore’s appointment to Chief Administrative Officer and Dr.
Tursi’s resignation from the Board, as described above, the Company
announced that it has appointed Amy Welsh to serve as Chief
Commercial Officer, effective November 1, 2022. The Company’s
executive leadership team will also include Robert G. Conway, the
Company’s Chief Corporate Planning and Supply Chain Officer, who
will be responsible for the Company’s manufacturing and supply
chain functions as well as corporate planning, and Paul Korner,
M.D., M.B.A, the Company’s Chief Medical Officer, who will be
responsible for the Company’s medical and research functions and
will be part of the Company’s business development team.
A copy of the press release is filed as Exhibit 99.1 to this
Current Report on Form 8-K and is incorporated herein by
Financial Statements and