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AERIE PHARMACEUTICALS INC FILES (8-K) Disclosing Change in Directors or Principal Officers, Financial Statements and Exhibits(Edgar Glimpses Via Acquire Media NewsEdge) Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. On September 30, 2014, the Board of Directors (the "Board") of Aerie Pharmaceuticals, Inc. (the "Company") appointed Benjamin F. McGraw, III, Pharm. D., to the Board, effective immediately. Dr. McGraw was elected to serve as a Class I director for a three-year term, which will expire at the annual meeting of stockholders to be held in 2017 and upon the election and qualification of his successor. In addition, the Board elected Dr. McGraw to serve on the Audit Committee. The Board has determined that Dr. McGraw satisfies the definition of "independent director" and the requirements for service on the Audit Committee under the securities laws and NASDAQ listing standards. Dr. McGraw will receive compensation for his services in accordance with the Company's Non-Employee Director Compensation Program, under which he will receive a pro-rated annual retainer of $35,000 and a pro-rated annual committee fee of $9,000 for his services as a non-employee director and a member of the Audit Committee, respectively. In addition, Dr. McGraw will be eligible to receive a one-time initial option award to purchase 25,000 shares of common stock of the Company, which will vest quarterly over a three-year period, subject to his continued service on the Board. There are no related party transactions reportable under Item 5.02(d)(4) of Form 8-K and Item 404(a) of Regulation S-K. On October 6, 2014, the Company issued a press release announcing the appointment of Dr. McGraw to the Board and election to the Audit Committee. A copy of the press release is furnished as Exhibit 99.1 hereto and is hereby incorporated by reference into this Item 5.02. -------------------------------------------------------------------------------- Item 9.01. Financial Statements and Exhibits. (d) Exhibits. The following exhibit relating to Item 5.02 shall be deemed to be furnished, and not filed: 99.1 Press Release dated October 6, 2014. -------------------------------------------------------------------------------- |