UNITED STATES
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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.
(d)
On December 10, 2021, the board of directors (the “Board”) of Vera Therapeutics, Inc. (the “Company”), upon recommendation of the Nominating and Corporate Governance Committee of the Board, appointed Kimball Hall to the Board, effective immediately. Ms. Hall will serve as a Class I director with an initial term expiring at the Company’s 2022 Annual Meeting of Stockholders.
Pursuant to the Company’s Non-Employee Director Compensation Policy (as it may be amended from time to time, the “Policy”), Ms. Hall was granted a stock option to purchase 19,850 shares of the Company’s Class A common stock in connection with her appointment to the Board, which will vest monthly over a three-year period, subject to Ms. Hall’s continuous service as of each such vesting date. In addition, in accordance with the Policy, Ms. Hall will also receive an annual cash retainer of $35,000 for her Board service, which will be pro-rated for 2021. In addition, commencing with the Company’s 2022 Annual Meeting of Stockholders, Ms. Hall will be eligible to receive an annual option grant to purchase 9,925 shares of the Company’s Class A common stock, subject to her continuous service as of each such date. The shares subject to each such option grant would vest on the earlier of (a) the first anniversary of the date of grant and (b) the date of the Company’s next annual meeting of stockholders, subject to Ms. Hall’s continuous service as of each such date.
Ms. Hall has entered into the Company’s standard form of indemnification agreement. There were no arrangements or understandings between Ms. Hall and any other persons pursuant to which she was selected as a director, and there are no related person transactions within the meaning of Item 404(a) of Regulation S-K promulgated by the Securities and Exchange Commission between Ms. Hall and the Company required to be disclosed herein.
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.
| Vera Therapeutics, Inc. | ||||
| Date: December 14, 2021 | By: | /s/ Sean Grant | ||
| Sean Grant | ||||
| Chief Financial Officer | ||||