SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
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Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On September 22, 2021, the board of directors (the “Board”) of ImmunoGen, Inc. (the “Company”) elected Dr. Helen Thackray to the Board. The Board increased the size of the Board from seven to eight members and elected Dr. Thackray to fill the resulting vacancy. Dr. Thackray will also serve as a member of the Governance and Nominating Committee of the Board.
Dr. Thackray will be compensated for her service as a director in accordance with the Company’s current non-employee director compensation policy. As a non-employee director, Dr. Thackray will receive an annual fee of $40,000 for being a member of the Board and an additional annual fee of $7,000 for being a member of the Governance and Nominating Committee. Dr. Thackray will also receive an initial grant of 30,000 deferred stock units (“DSUs”) and an initial stock option to purchase 44,000 shares of the Company’s common stock. In addition, beginning in 2022, Dr. Thackray will be entitled to an annual award of 15,000 DSUs and an annual stock option to purchase 44,000 shares of the Company’s common stock, prorated in 2022 based on the number of days between the date of Dr. Thackray’s election and the date of grant of the first annual DSU and stock option award. The foregoing is a summary only and is qualified in its entirety by reference to the Company’s non-employee director compensation policy, which was filed as Exhibit 10.2 to the Company’s Current Report on Form 8-K, filed with the Securities and Exchange Commission on June 17, 2021, and is incorporated herein by reference.
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Date: September 23, 2021
/s/ Renee Lentini____________________
Vice President, Chief Accounting Officer