Item 1.01 Entry into a Material Definitive Agreement.
The information set forth in Item 5.02 is incorporated by reference into this
Item 5.02. Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain
Appointment of Certain Officers
On July 10, 2014, the Board of Directors (the "Board") of Echo Therapeutics,
Inc. ("Echo" or the "Company") appointed Charles T. Bernhardt to serve as
Interim Chief Financial Officer of Echo, effective July 16, 2014. Mr. Bernhardt,
age 53, is a Certified Public Accountant who most recently served as Chief
Financial Officer and Chief Accounting Officer for publicly traded Hemispherx
Biopharma, Inc. from 2009 through 2013, at which an excess of $60 million was
raised during his tenure. Mr. Bernhardt attained an undergraduate in Accountancy
from Villanova University and received a Masters' Degree in Business
Administration from West Chester University of Pennsylvania. He was formerly the
Director of Accounting for Healthcare Division of Thomson Reuters, where he was
responsible for their accounting operations and shared financial services for
the Healthcare and Scientific Divisions from 2006 to 2008. He was also a
Regional Controller for Comcast Cable during 1999 to 2002, Director of Finance
for TelAmerica Media from 2003 to 2006, and earlier in his career a member of
the Internal Audit management teams for American Stores Corporation and ICI
Americas/Zeneca (currently AstraZeneca Pharmaceuticals). In 1986, he became a
C.P.A. licensed in Pennsylvania and New Jersey while with public accounting's
"Big Four" firm of KPMG.
On July 16, 2014, Echo and Mr. Bernhardt executed an offer letter pursuant to
which Mr. Bernhardt will serve as the Interim Chief Financial Officer of Echo
(the "Agreement"). Echo has the right to terminate the Agreement, at any time,
with or without cause and with or without notice. Echo will pay Mr. Bernhardt an
annual salary of $220,000 and he is entitled to participate in and receive
benefits under the Company's health and dental insurance plans. Mr. Bernhardt
did not receive an equity grant pursuant to the Agreement.
There are no other arrangements or understandings between Mr. Bernhardt and any
other persons pursuant to which he was appointed as Interim Chief Financial
Officer of Echo. There are also no family relationships between Mr. Bernhardt
and any director or executive officer of Echo and Mr. Bernhardt has no direct or
indirect material interest in any transaction required to be disclosed pursuant
to Item 404(a) of Regulation S-K.
The description of the material terms of the Agreement is qualified in its
entirety by reference to the full text of the Agreement which is attached as
Exhibit 10.1 and is incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits.
The Exhibits listed in the Exhibit Index immediately preceding such Exhibits are
filed with or incorporated by reference in this report.