Item 5.02. Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain
Officers.
On January 13, 2020, iCAD, Inc. (the "Company") announced the appointment of
Nathaniel Dalton as a member of the Board of Directors (the "Board") of the
Company, effective as of January 12, 2020.
Mr. Dalton is one of the founders of the global asset management firm Affiliated
Managers Group, Inc. (NYSE: AMG), where he remains a Director and Senior
Advisor. Mr. Dalton held a range of executive positions at AMG, including
General Counsel, Chief Operating Officer, President and Chief Executive Officer.
He was also the founding investor of Talari Networks, the pioneering SD-WAN
technology company, serving as a board observer for more than a decade; and is
an investor in, and advisor to, several growth companies operating at the
intersection of technology and healthcare. Mr. Dalton is a Trustee of Boston
University and serves on the Investment Committee for its Endowment. He also
serves on the Advisory Board of the Institute for Sustainable Energy. Mr. Dalton
received a J.D. from Boston University School of Law and a B.A. from the
University of Pennsylvania.
Mr. Dalton is not a party to, and does not have any direct or indirect material
interest in, any transaction requiring disclosure under Item 404(a) of
Regulation S-K. There are no arrangements or understandings between Mr. Dalton
and any other persons pursuant to which he was selected as a director.
In connection with his appointment as director, Mr. Dalton was granted an
inaugural equity incentive grant in the form of an option (the "Option") to
purchase a total of 40,000 shares of Company common stock. The Option vests in
quarterly increments over a period of one year from the grant date and has an
exercise price per share of $9.02, which was the last closing price of the
Company's common stock on the Nasdaq Stock Market on the grant date.
Additionally, Mr. Dalton and the Company entered into the Company's standard
form of indemnification agreement for directors and executive officers.
--------------------------------------------------------------------------------
© Edgar Online, source Glimpses