0001104659-20-034291.txt : 20200316 0001104659-20-034291.hdr.sgml : 20200316 20200316212041 ACCESSION NUMBER: 0001104659-20-034291 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20200312 FILED AS OF DATE: 20200316 DATE AS OF CHANGE: 20200316 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: WOOD BARBARA A CENTRAL INDEX KEY: 0001220051 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-33958 FILM NUMBER: 20719068 MAIL ADDRESS: STREET 1: 58 S SERVICE RD CITY: MELVILLE STATE: NY ZIP: 11747 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: SELLAS Life Sciences Group, Inc. CENTRAL INDEX KEY: 0001390478 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 15 WEST 38TH STREET STREET 2: 10TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10018 BUSINESS PHONE: (917) 438-4353 MAIL ADDRESS: STREET 1: 15 WEST 38TH STREET STREET 2: 10TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10018 FORMER COMPANY: FORMER CONFORMED NAME: Galena Biopharma, Inc. DATE OF NAME CHANGE: 20110926 FORMER COMPANY: FORMER CONFORMED NAME: RXi Pharmaceuticals Corp DATE OF NAME CHANGE: 20110926 FORMER COMPANY: FORMER CONFORMED NAME: GALENA BIOPHARMA, INC. DATE OF NAME CHANGE: 20110922 4 1 tm2012902-7_form4.xml FORM 4 X0306 4 2020-03-12 0 0001390478 SELLAS Life Sciences Group, Inc. SLS 0001220051 WOOD BARBARA A C/O SELLAS LIFE SCIENCES GROUP, INC. 15 WEST 38TH STREET, 10TH FLOOR NEW YORK NY 10018 0 1 0 0 EVP, Gen. Counsel, Corp. Sec. Common Stock 2020-03-12 4 A 0 35000 0.00 A 35000 D Stock Option (Right to Buy) 1.89 2020-03-12 4 A 0 25000 0.00 A 2030-03-12 Common Stock 25000 25000 D The reporting person received an award of 35,000 restricted stock units on March 12, 2020, which shall vest as follows: (i) 50% on meeting the primary endpoint in Phase 3 REGAL study, provided that if such endpoint is met prior to March 12, 2021, such vesting will not occur until March 12, 2021 and (ii) 50% upon approval by the FDA of galinpepimut-S. One-quarter (1/4) of the option shares will vest and became exercisable one year from the March 12, 2020 grant date, and the remainder will vest and become exercisable in equal monthly installments for thirty-six (36) months thereafter, provided that the Reporting Person remains in service with the Issuer through each such monthly vesting date. Exhibit List: Exhibit 24 - Power of Attorney /s/ Barbara A. Wood 2020-03-16 EX-24 2 tm2012902-7_ex24.htm EXHIBIT 24

Exhibit 24

 

POWER OF ATTORNEY

 

Know all by these present, that the undersigned hereby constitutes and appoints Barbara Wood of SELLAS Life Sciences Group, Inc. (the “Company”), and Daniel Bagliebter, Cliff Silverman and Daniel Bosworth of Mintz, Levin, Cohn, Ferris, Glovsky and Popeo, P.C., signing singly, with full power of substitution, the undersigned’s true and lawful attorney-in-fact, to:

 

1)execute and deliver for and on behalf of the undersigned, forms and authentication documents for EDGAR Filing Access;

 

2)do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete and execute any such forms and authentication documents;

 

3)execute and deliver for and on behalf of the undersigned, in the undersigned’s capacity as an officer, director and/or 10% shareholder of the Company, Forms 3, 4 and 5 in accordance with Section 16(a) of the Securities Exchange Act of 1934 and the rules thereunder;

 

4)do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete and execute any such Form 3, 4 or 5 and timely file such form with the United States Securities and Exchange Commission and any stock exchange, self-regulatory or similar authority; and

 

5)take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorney-in-fact, may be of benefit to, in the best interest of, or legally required by the undersigned, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve in such attorney-in-fact’s discretion.

 

The undersigned hereby grants to each such attorney-in-fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary, or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, or such attorney-in-fact’s substitute or substitutes, shall lawfully do or cause to be done by virtue of this Power of Attorney and the rights and powers herein granted. The undersigned acknowledges that the foregoing attorneys-in-fact, in serving in such capacity at the request of the undersigned, are not assuming, nor is the Company assuming, (i) any of the undersigned's responsibilities to comply with the requirements of the Exchange Act or any liability for the undersigned’s failure to comply with such requirements or (ii) any obligation or liability that the undersigned incurs for profit disgorgement under Section 16(b) of the Securities Exchange Act of 1934, as amended.

 

This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file Forms 3, 4 and 5 with respect to the undersigned’s holdings of and transactions in securities issued by the Company, unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorneys-in-fact.

 

This Power of Attorney does not revoke any other power of attorney that the undersigned has previously granted.

 

IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed this 14th day of February, 2019.

 

 

  /s/ Barbara Wood
  Barbara Wood