What changed in this filing

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Item 3. Legal Proceedings

2021-03-12 compared with 2020-03-12 · 7 added, 168 removed, 3 unchanged (98% of the section changed)

Legal Proceedings

We are not party to any material legal proceedings.

On August 4, 2020, a putative stockholder of Selecta filed a stockholder derivative action, purportedly on behalf of Selecta and against certain current and former members of the Company’s Board of Directors, as well as one affiliated company owned by a current board member, in the Court of Chancery of the State of Delaware, namely Franchi v.

Barabe, et al.

The complaint alleges that the individual defendants breached their fiduciary duties and committed corporate waste when they authorized a private placement transaction, announced on December 19, 2019, at a price allegedly below fair value.

The complaint further alleges that the four defendant directors who participated in the private placement were unjustly enriched in connection with the transaction.

On September 25, 2020, the defendants filed a motion to dismiss the lawsuit.

On November 6, 2020, the plaintiff filed an amended complaint, and the defendants filed a second motion to dismiss on January 8, 2021.

On December 31, 2020, we received a litigation demand letter from two other putative stockholders relating to the same private placement transaction.

Mine Safety Disclosures

Not applicable.

Information about our Directors

Carsten Brunn, Ph.D.

has served as our President, Chief Executive Officer and member of our board of directors since December 2018.

Prior to joining Selecta Biosciences, Inc., Dr.

Brunn was the President of Pharmaceuticals for the Americas Region at Bayer and a member of the Global Pharmaceutical Executive Committee.

Prior to being appointed to that role in 2017, he was the President of Bayer Pharmaceuticals in Japan, a role he held since 2013.

He also served as the Chairman of the European Federation of Pharmaceutical Industries and Associations (EFPIA) Japan, an organization representing innovative pharmaceutical companies in Japan.

Over the last 25 years, Dr.

Brunn has held a number of senior leadership positions in Europe, Asia and the United States at leading companies such as Eli Lilly, Novartis, Basilea and Bausch and Lomb.

graduated from the University of Freiburg in Germany with a Master of Science in Pharmaceutical Sciences.

In addition, he studied at the University of Washington under a research scholarship.

He received his Ph.D.

in Chemistry from the University of Hamburg, Germany and completed his executive education at London Business School.

Brunn's experience as a senior executive of life sciences companies and knowledge of the pharmaceutical and biotechnology industries contributed to our board of directors' conclusion that he should serve as a director of our company.

Cox has served as a member of our board of directors and as chairman of the board of directors since November 2019.

Cox most recently served as the Chief Executive Officer of Humacyte, Inc., a regenerative medicine company based in Durham, North Carolina, from 2010 to June 2018, and has served as a member of its board of directors since 2010, serving as chairman from 2011 to June 2019.

Cox has served on the boards of directors of Texas Instruments Incorporated since 2004 and Cardinal Health, Inc.

since 2009, and as the chairman of the board of directors of electroCore, Inc.

since July 2018.

Cox previously served on the board of directors of Celgene Corporation from 2009 to November 2019 and as chairman of the board of directors of Array BioPharma, Inc.

from August 2018 to July 2019.

Cox received a B.S.

from the Massachusetts College of Pharmacy, and was a registered pharmacist.

Cox’s vast experience as a pharmaceutical executive and member of multiple boards of directors in the biotechnology industry as well as her knowledge of corporate strategy qualifies her to serve as a director of our company.

Barabe has served as a member of our board of directors since July 2016.

Barabe also serves on the boards of Veeva Systems Inc.

and Vigilant Biosciences, Inc., a private company.

From 2001 to January 2020, Mr.

Barabe served on the board of ArQule, Inc., and from 2014 to 2017, Mr.

Barabe served on the board of directors of Opexa Therapeutics, Inc.

Barabe retired in June 2013 from his position as Executive Vice President and Chief Financial Officer of Affymetrix, Inc.

Previously, from July 2006 until March 2010, he was Senior Vice President and Chief Financial Officer of Human Genome Sciences, Inc.

From 2004 to 2006, he served as Chief Financial Officer of Regent Medical Limited, a U.K.-based, privately owned, surgical supply company.

Barabe served with Novartis AG from 1982 through August 2004 in a succession of senior executive positions in finance and general management, most recently as the Chief Financial Officer of Sandoz GmbH, the generic pharmaceutical subsidiary of Novartis.

Barabe received his B.B.A.

degree from the University of Massachusetts (Amherst) and his M.B.A.

degree from the University of Chicago.

Barabe’s experience as a senior financial executive of life sciences companies and knowledge of the pharmaceutical and biotech industries contributed to our board of directors’ conclusion that he should serve as a director of our company.

Myers has served as a member of our board of directors since June 2019.

Myers most recently served as Chief Executive Officer, President, and Chairman of the Board of Rainier Therapeutics, a clinical-stage biotechnology company focused on metastatic bladder cancer, from June 2018 to January 2020.

Prior to Rainier Therapeutics, Mr.

Myers served as Chief Executive Officer and as a member of the board of directors of Cascadian Therapeutics, an oncology company, from April 2016 until it was acquired by Seattle Genetics in March 2018.

Prior to Cascadian, Mr.

Myers served as Chief Executive Officer of Aerocrine AB, a medical device company, from 2011 through its acquisition by Circassia Pharmaceuticals plc in July 2015.

Myers held senior commercial operations, general management, and information management positions for UCB SA, a Belgium-based biopharmaceutical company, and Johnson & Johnson.

He currently serves on the board of directors of Harpoon Therapeutics.

Myers earned his B.A.

in biology from Northwestern University and his M.B.A.

from the University of Chicago Booth School of Business.

Myers’ experience as a senior executive of life sciences companies and knowledge of the pharmaceutical and biotech industries contributed to our board of directors’ conclusion that he should serve as a director of our company.

Amir Nashat, Ph.D.

has served as a member of our board of directors since 2008.

Nashat has been a Partner at Polaris Partners, a venture capital firm, since 2009 and focuses on investments in the life sciences.

He currently serves on the board of directors of Fate Therapeutics, Inc., Syros Pharmaceuticals, Scholar Rock Inc., and several private companies.

Nashat has also served as a director of Receptos, Inc., BIND Therapeutics, Inc., aTyr Pharma, as well as Adnexus Therapeutics, Inc.

(acquired by Bristol-Myers Squibb Company) and other private companies.

Nashat completed his Ph.D.

as a Hertz Fellow in Chemical Engineering at MIT with a minor in biology.

Nashat earned both his M.S.

in materials science and mechanical engineering at the University of California, Berkeley.

Nashat’s extensive experience as a venture capitalist and board member to numerous companies in the biotechnology industry contributed to our board of directors’ conclusion that he should serve as a director of our company.

Aymeric Sallin, M.S.

has served as a member of our board of directors since 2008.

Sallin has served as the Chief Executive Officer of NanoDimension, a venture capital firm, since 2002 and is the founder of that firm.

Since 2014, Mr.

Sallin has served as a strategic advisory board member of the École Polytechnique Fédérale de Lausanne, or EPFL.

Since 2002, Mr.

Sallin has worked to promote nanotechnology around the world, and has received the NSTI Fellow Award and 2012 EPFL Alumni award for his contribution to the field of nanotechnology.

Sallin has worked to generate and close investments of hundreds of millions of dollars into several of NanoDimension’s portfolio companies.

He currently serves as a board member of H55, Inc., View, Inc., CROCUS Technology and Tarveda Therapeutics.

Sallin is also a member of the Swiss Academy of Engineering Science.

Sallin received his Masters in Physical Engineering from EPFL in Lausanne, Switzerland.

Sallins' extensive

knowledge of our business and the nanomedicine field contributed to our board of directors’ conclusion that he should serve as a director of our company.

Springer, Ph.D.

has served as a member of our board of directors since June 2016 and as a scientific advisor to us since December 2008.

Since 1989, Dr.

Springer has served as the Latham Family Professor at Harvard Medical School.

He has also served as Senior Investigator in the Program in Cellular and Molecular Medicine at Boston Children’s Hospital since 2012, and as Professor of Biological Chemistry and Molecular Pharmacology at Harvard Medical School and Professor of Medicine at Boston Children’s Hospital since 2011.

Springer was the Founder of LeukoSite, a biotechnology company acquired by Millennium Pharmaceuticals in 1999.

Additionally, he is a founder, investor and board member of Scholar Rock and Morphic Therapeutic.

Springer is a member of the National Academy of Sciences and his honors include the Crafoord Prize, the American Association of Immunologists Meritorious Career Award, the Stratton Medal from the American Society of Hematology, and the Basic Research Prize from the American Heart Association.

Springer received a B.A.

from the University of California, Berkeley, and a Ph.D.

from Harvard University.

Springer’s extensive knowledge of our business and the nanomedicine field contributed to our board of directors’ conclusion that he should serve as a director of our company.

Patrick Zenner has served as a member of our board of directors since June 2017.

Zenner retired in 2001 from the position of President and Chief Executive Officer of Hoffmann-La Roche Inc., North America, based in Nutley, N.J.

Zenner held various executive positions during his 32-year career with the company.

Zenner is currently a member of the board of trustees of Creighton University and is Chairman of the board of trustees of Fairleigh Dickinson University.

In addition, Mr.

Zenner is Chairman of the board and a director of West Pharmaceutical Services, Inc.

From 2002 until January 2020, Mr.

Zenner served as Chairman of the board and a director of ArQule, Inc.

Until its sale in 2012, Mr.

Zenner was a director of Par Pharmaceuticals, Inc.

In 2010, he resigned from the boards of Geron Corporation, Xoma Ltd.

and Exact Sciences, Inc.

Until its sale in September 2009, Mr.

Zenner was a director of CuraGen Corporation.

Zenner received a B.S./B.A.

from Creighton University and an M.B.A.

from Fairleigh Dickinson University.

Zenner’s extensive experience as a senior pharmaceutical executive and board member to numerous companies in the biotechnology industry contributed to our board of directors’ conclusion that he should serve as a director of our company.

Information about our Executive Officers

Dahms has served as our Chief Financial Officer since September 2019.

Prior to joining Selecta Biosciences, Mr.

Dahms was a Senior Vice President in the Healthcare Group at Cantor Fitzgerald & Co.

from April 2014 to August 2019, focused on providing strategic and financial advice to life sciences companies.

Prior to joining Cantor, Mr.

Dahms worked as an investment banker at RBC Capital Markets from 2012 to 2014, covering the healthcare sector.

Previously, he worked in the Corporate and Investment Banking Group at J.P.

Dahms received his a B.S.

in Economics, with honors, from the Ohio State University.

Lloyd Johnston, Ph.D.

has served as our Chief Operating Officer and Senior Vice President, Research and Development since January 2014.

Johnston served as our Senior Vice President of Pharmaceutical Research, Development and Operations from January 2011 to December 2013 and Vice President of Pharmaceutical Research from July 2008 to January 2011.

Prior to joining Selecta, Dr.

Johnston was Vice President of Operations for Alkermes, Inc.

from 2004 to 2008, and served in several roles, including Director of Manufacturing, from 1999 to 2004, with responsibility for process development, scale-up, and clinical manufacturing for pulmonary and sustained release injectable products, as well as leadership of Alkermes’ manufacturing facility in Chelsea, MA.

At Alkermes, Dr.

Johnston was also a project leader and member of Steering Committees for numerous products through various stages of development from Phase 1 through registration.

Johnston was an original member of Advanced Inhalation Research Inc., or AIR, a private company formed in 1998 and acquired by Alkermes in 1999.

Prior to joining AIR, Dr.

Johnston was a lecturer in the Department of Chemical Engineering at the University of New South Wales in Sydney, Australia.

He received his B.Sc.

in Chemical Engineering from Queen’s University in Ontario, Canada, and his M.S.

in Chemical Engineering from MIT.

Takashi Kei Kishimoto, Ph.D.

has served as our Chief Scientific Officer since June 2011.

Prior to joining Selecta, Dr.

Kishimoto was Vice President of Discovery Research at Momenta Pharmaceuticals, Inc., where he served in several leadership positions from March 2006 to June 2011 and led a multidisciplinary team in advancing both novel and complex generic products for inflammation, oncology, and cardiovascular disease.

He served as Senior Director of Inflammation Research at Millennium Pharmaceuticals, Inc.

from 1999 to 2006, where he provided the scientific leadership for four programs in clinical development, and as an Associate Director of Research at Boehringer Ingelheim Pharmaceuticals.

Kishimoto has published over 60 peer-reviewed articles in scientific journals, including Nature, Science, Cell and the New England Journal of Medicine.

Kishimoto received his B.A.

from New College of the University of South Florida and his Ph.D.

in Immunology from Harvard University.

Elona Kogan, J.D.

has served as our General Counsel and Secretary since March 2019.

Kogan most recently served as General Counsel and head of Government Relations at ARIAD Pharmaceuticals, a rare disease oncology company, from July 2016 to April 2017, where she was a key executive through the acquisition of the company by Takeda Pharmaceuticals Company Ltd.

Prior to joining ARIAD, from May 2011 to August 2015, Ms.

Kogan led the legal and government affairs functions of a publicly traded pharmaceutical company dedicated to developing treatments for central nervous system disorders, where she played a central role in the strategic acquisition of the company by Otsuka Pharmaceutical Co.

Prior roles included positions of increasing responsibility at King Pharmaceuticals, Bristol-Myers Squibb, and Bergen Brunswig Corporation.

Kogan is also a member of the board of directors of Cardax, Inc., a biotechnology company, and serves as the Chairperson of the Compensation Committee, and a member of the Audit Committee.

Kogan is a graduate of the SCALE program at Southwestern University School of Law.

Kogan graduated cum laude from Columbia University, Barnard College, with a degree in economics.

Schecter, M.D .

has served as our Chief Medical Officer since July 2019.

Prior to joining Selecta, Dr.

Schecter served as Global Project Head (GPH), Rare Diseases at Sanofi, a pharmaceutical company, from January 2017 to July 2019.

She also was the primary BD strategy liaison in Rare Disease.

Prior to Sanofi, Dr.

Schecter was GPH at Baxalta, a pharmaceutical company, from September 2016 to December 2017.

Prior to Baxalta, she was VP of Cardiovascular and Metabolism (CVM) at the J&J Innovation Center, a pharmaceutical company, from January 2015 to September 2016.

Previously, she led translational medicine in CVM at Novartis from April 2008 to December 2014.

Schecter was Associate Professor in Immunology and Medicine at Mount Sinai.

Her innovative academic translational research led to a successful career in biotechnology.

She completed her internal medicine residency at Johns Hopkins Hospital, cardiology fellowship at Massachusetts General Hospital, and a research fellowship at Mount Sinai.

She earned her M.D.

from SUNY Downstate.

Stephen Smolinski has served as our Chief Commercial Officer since October 2017.

Smolinski previously served as the Vice President and Head of the North American Rheumatology Business Unit of Sanofi/Genzyme, a pharmaceutical company from June 2015 to August 2017, where he led the development of the company’s commercialization plans for the rheumatoid arthritis medicine KEVZARA®.

Prior to this, he served as Group Vice President of Immunology & Inflammation, Global Strategic Unit at Sanofi a pharmaceutical company, from July 2013 to June 2015.

Smolinski also previously held senior commercial roles at Roche-Genentech, Bristol-Myers Squibb, Johnson & Johnson and Savient Pharmaceuticals.

Smolinski received a B.S.

in health care administration from Oregon State University.

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What changed 10-K

Item 3. Legal Proceedings