Item 5.02. Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On June 19, 2020, the Board of Directors (the "Board") of Endologix, Inc. (the
"Company") appointed Richard Mott to serve on the Board as a Class I director.
Consistent with the other Class I directors, Mr. Mott will serve as a member of
the Board until the Company's 2023 annual meeting of stockholders. Mr. Mott has
been appointed to the Restructuring Committee.
Mr. Mott is currently a principal in Walkabout Consulting LLC, a management
consulting and private equity firm, since 2008. Mr. Mott served as President and
Chief Executive Officer and Director of Kyphon Inc., a NASDAQ-listed global
medical device company focused on minimally invasive spinal therapies, from 2002
through its acquisition by Medtronic, Inc. in late 2007. Prior to Kyphon, Mr.
Mott held several executive positions at Wilson Greatbatch Technologies, Inc.,
most recently as Chief Operating Officer, as well as executive operating roles
within the Bristol-Myers Squibb Company. Mr. Mott currently serves on the Board
of Directors of several private companies, including Conventis Orthopedics,
Sollis Therapeutics, Treace Medical Concepts, Relievant Med Systems, and Arsenal
Medical. Mr. Mott is the previous recipient of the Ernst & Young Entrepreneur of
the Year Award and the Frost & Sullivan Technology Leadership of the Year Award.
Mr. Mott holds a BS in Ceramic Engineering from Alfred University and is a
Graduate of Harvard University's Advanced Management Program.
Compensation of Director
In connection with Mr. Mott's appointment to the Board, he will be compensated
for his service on the Board and its Committees in accordance with the Company's
standard compensation policy for non-employee directors.
Agreements with Director
Mr. Mott was appointed to the Board to serve as Deerfield's (as defined below)
designee pursuant to Amendment No. 1 to Forbearance Agreement to Credit
Agreement, dated as of August 9, 2018, with the Lenders party thereto from time
to time, and Deerfield ELGX Revolver, LLC, as agent for itself (the "ABL Agent")
and the Lenders and Amendment No. 1 to Forbearance Agreement to Amended and
Restated Facility Agreement, dated as of August 9, 2018, with the Lenders party
thereto from time to time, and Deerfield Private Design Fund I.V., L.P. as agent
for itself (together with the ABL Agent, "Deerfield") and the Lenders. There are
no other arrangements or understandings between Mr. Mott and any other persons
pursuant to which he was elected to serve on the Board. There are no
relationships involving Mr. Mott that are required to be reported pursuant to
Item 404(a) of Regulation S-K.
Mr. Mott has entered into the Company's standard indemnification agreement in
the form previously filed with the Securities and Exchange Commission providing
for indemnification and advancement of expenses to the fullest extent permitted
by the General Corporation Law of the State of Delaware.
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