What changed in this filing

/stocks — the workspaceLOADING

Item 5. Other Information

2021-05-11 compared with 2020-11-02 · 25 added, 12 removed, 28 unchanged (57% of the section changed)

OTHER INFORMATION

Not applicable.

Jeff Dekker entered into an employment agreement that is effective as of May 10, 2021.

As of May 10, 2021, Mr.

Dekker executed an indemnification agreement in substantially the form filed as Exhibit 10.29 to our Annual Report on Form 10-K for the year ended December 31, 2013.

Under his employment agreement, Mr.

Dekker is entitled to receive an annual base salary of $270,000, subject to annual increases if approved by our Board of Directors or Compensation Committee and is eligible to receive an annual target bonus of 35% of his base salary as determined by the Board of Directors or Compensation Committee in their sole discretion.

On May 10, 2021, the Compensation Committee approved an incentive stock option grant of 55,000 common stock options to Mr.

Dekker pursuant to our 2020 Equity Incentive Plan.

The option has an exercise price of $3.06 per share, representing the closing price of our common stock on the Nasdaq Capital Market on May 10, 2021.

The option vests 25% after one year, then in 36 equal monthly installments, measured from May 10, 2021, subject to partial acceleration upon the occurrence of specified events.

If we terminate Mr.

Dekker’s employment without “cause,” or if Mr.

Dekker terminates his employment with “good reason” (as these terms are defined in his employment agreement), we have agreed to pay Mr.

Dekker a severance payment equivalent to (i) 12 months of his base salary (if such termination occurs on the same day as or within thirteen months after a change of control of the Company), (ii) a pro rata portion of any bonus compensation under any employee bonus plan that has been approved by the Board of Directors payable to him for the fiscal year in which his employment terminated to be paid at the same time that such incentive bonus

would have been paid had the termination not occurred, and (iii) reimbursement to cover out-of-pocket costs to continue group health insurance benefits under COBRA for 12 months, whether he elects or is eligible to receive COBRA (provided, that even if he does not elect or is not eligible to receive COBRA, he will receive the equivalent of such out-of-pocket expenses paid by him not to exceed the costs that the benefits would equal under COBRA if he were so eligible).

In addition, we may elect in our sole discretion, to pay additional severance equal to up to 12 months of base salary, which additional payment would extend the covenants and obligations under Mr.

Dekker’s employee intellectual property , confidentiality and non - compete agreement for such additional period.

The severance payment is conditioned on the execution by Mr.

Dekker of a legal release in a form acceptable to us .

EXHIBIT INDEX

10 unchanged sentences

Amendment No.

7 to Capital on Demand TM Sales Agreement, dated July 2, 2020, by and between ARCA biopharma, Inc.

and JonesTrading Institutional Services LLC .

Amendment No.

8 to Capital on Demand TM Sales Agreement, dated July 14, 2020, by and between ARCA biopharma, Inc.

and JonesTrading Institutional Services LLC .

Capital on Demand TM Sales Agreement, dated July 22, 2020, by and between ARCA biopharma, Inc.

1 to Capital on Demand TM Sales Agreement, dated April 6, 2021, by and between ARCA biopharma, Inc.

and JonesTrading Institutional Services LLC .

Office Lease Agreement, effective August 7, 2020, between ARCA biopharma, Inc.

and Potens Partners LLC .

Employment Agreement, dated April 21, 2021, by and between ARCA biopharma, Inc.

Jeff Dekker .

Certification of Principal Executive Officer pursuant to Rule 13a-14(a) or 15d-14(a) under the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 .

2 unchanged sentences

1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 .

Incorporated by Reference (1)

XBRL Instance Document (filed electronically herewith)

2 unchanged sentences

XBRL Taxonomy Extension Label Linkbase Document (filed electronically herewith)

Incorporated by Reference (1)

XBRL Taxonomy Extension Presentation Linkbase Document (filed electronically herewith)

3 unchanged sentences

ARCA biopharma, Inc.

Vice President, Finance

Jeffrey Dekker

Chief Financial Officer

(Principal Financial and Accounting Officer)

November 2, 2020

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 5. Other Information