Item 5. Other Information
Item 5. Other Information.
As previously reported, on June 30, 2019, our
Board of Directors approved the reduction of the annual salary of our Chief Executive Officer, Yaky Yanay, the annual compensation
paid to our Executive Chairman, Zami Aberman and the annual fees paid to each non-executive director, each by 25% from their current
levels until the earlier of the Company’s closing market capitalization on the Nasdaq Capital Market reaching $170 million;
or (2) June 30, 2020. As a result of the Company’s closing market capitalization reaching in excess of $170 million, our
Board of Directors approved the reinstatement of the prior 25% reductions in the annual salary to Mr. Yanay, the annual compensation
paid to Mr. Aberman and the annual fees paid to each non-executive director commencing on June 1, 2020.
In addition, on March 26, 2020, our Board
of Directors approved, effective as of April 1, 2020, (i) the reduction of the annual fee, paid monthly, to each non-executive
director of the Company by 50%, as well as (ii) the reduction of the annual salary, paid monthly, of its Chief Executive Officer,
Yaky Yanay, the annual compensation, paid monthly, to its Executive Chairman, Zami Aberman, and the annual salary, paid monthly,
of its Chief Financial Officer, Chen Franco-Yehuda, on a monthly basis, each by 50% from their annual salaries as provided in their
respective employment and consulting agreements with the Company, until such time as the Company obtains better clarity on the
global impact of COVID-19.
On May 7, 2020, our Board of Directors approved,
for May 2020,(i) a partial reinstatement of the annual fee, paid monthly, to each non-executive director of the Company to 85%
of such fee, as well as (ii) the partial reinstatement of the annual salary, paid monthly, of its Chief Executive Officer, Yaky
Yanay, the annual compensation, paid monthly, to its Executive Chairman, Zami Aberman, and the annual salary, paid monthly, of
its Chief Financial Officer, Chen Franco-Yehuda, each up to 85% from their annual salaries, paid on a monthly basis, as provided
in their respective employment and consulting agreements with the Company. Beginning on June 1, 2020, such annual fees, salaries
and compensation, paid monthly, shall be reinstated at 100%.
Item 6. Exhibits.
31.1*
Rule 13a-14(a) Certification of Chief Executive Officer.
31.2*
Rule 13a-14(a) Certification of Chief Financial Officer.
32.1**
Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350.
32.2**
Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350.
101 *
The following materials from our Quarterly Report on Form 10-Q for the quarter ended March 31, 2020 formatted in XBRL (eXtensible Business Reporting Language): (i) the Interim Condensed Consolidated Balance Sheets, (ii) the Interim Condensed Consolidated Statements of Operations, (iii) the Interim Condensed Statements of Changes in Stockholders’ Equity, (iv) the Interim Condensed Consolidated Statements of Cash Flows, and (vi) the Notes to Interim Condensed Consolidated Financial Statements, tagged as blocks of text and in detail.
* Filed herewith.
** Furnished herewith.
32
SIGNATURES
In accordance with the requirements of
the Securities Exchange Act of 1934, the registrant caused this report to be signed on its behalf by the undersigned, thereunto
duly authorized.
PLURISTEM THERAPEUTICS INC.
By:
/s/ Yaky Yanay
Yaky Yanay, Chief Executive Officer and President
(Principal Executive Officer)
Date: May 11, 2020
By:
/s/ Chen Franco-Yehuda
Chen Franco-Yehuda, Chief Financial Officer
(Principal Financial Officer and Principal Accounting Officer)
Date: May 11, 2020
33
Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.