8-K

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): March 03, 2022

Clearside Biomedical, Inc.

(Exact name of Registrant as Specified in Its Charter)

Delaware	001-37783	45-2437375
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)
900 North Point Parkway Suite 200
Alpharetta, Georgia		30005
(Address of Principal Executive Offices)		(Zip Code)

Registrant’s Telephone Number, Including Area Code: 678 270-3631

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, par value $0.001 per share	CLSD	The NASDAQ Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On March 3, 2022, the board of directors (the “Board”) of Clearside Biomedical, Inc. (the “Company”) appointed Benjamin Yerxa to serve as a director of the Company, effective immediately. Dr. Yerxa will serve as a Class I director whose term will expire at the 2023 annual meeting of the Company’s stockholders. There is no arrangement or understanding between Dr. Yerxa and any other person pursuant to which he was selected as a director of the Company, and there is no family relationship between Dr. Yerxa and any of the Company’s other directors or executive officers. The Company is not aware of any transaction involving Dr. Yerxa requiring disclosure under Item 404(a) of Regulation S-K. Additional information about Dr. Yerxa is set forth below.

Benjamin Yerxa, Ph.D., age 56, currently serves as the Chief Executive Officer of the Foundation Fighting Blindness, a position he has held since October 2017, and as the Chief Executive Officer of the Retinal Degeneration Fund, a position he has held since October 2018. He previously served in roles of increasing responsibility at Envisia Therapeutics from November 2013 to October 2017, including as its Chief Scientific Officer and President. Dr. Yerxa also served as Chief Scientific Officer of Liquidia Technologies from 2012 to 2015. Prior to Liquidia, Dr. Yerxa co-founded the Company and served as its Vice President, Research and Development from 2011 to 2012. Dr. Yerxa also serves on the boards of directors of a number of private ophthalmic companies. Dr. Yerxa received a B.A. in chemistry from the University of California, San Diego and a Ph.D. in organic chemistry from the University of California, Irvine.

In accordance with the Company’s compensation policy for non-employee directors, Dr. Yerxa was granted a nonqualified stock option to purchase 30,000 shares of the Company’s common stock. The stock option has an exercise price of $1.49 per share, equal to the closing price of the Company’s common stock on March 2, 2022. This option will vest and become exercisable in 36 equal monthly installments, subject to Dr. Yerxa’s Continuous Service (as defined in the Company’s 2016 Equity Incentive Plan) through such vesting dates. Additionally, Dr. Yerxa will be entitled to receive a $40,000 annual retainer for his service as director. At each annual stockholder meeting following which Dr. Yerxa’s term as a director continues, Dr. Yerxa will be entitled to receive an additional nonqualified stock option to purchase 25,000 shares of the Company’s common stock, which option will vest in full and become exercisable on the earlier of the date immediately prior to the next annual stockholder meeting or 12 months following the date of grant, subject to Dr. Yerxa’s Continuous Service through such vesting date. Dr. Yerxa has also entered into the Company’s standard form of indemnification agreement.

Item 7.01 Regulation FD Disclosure.

On March 3, 2022, the Company issued a press release announcing the appointment of Dr. Yerxa to the Board. A copy of this press release is furnished herewith as Exhibit 99.1 to this Current Report. The information contained in the press release furnished as Exhibit 99.1 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and is not incorporated by reference into any of the Company’s filings under the Securities Act of 1933, as amended, or the Exchange Act, whether made before or after the date hereof, except as shall be expressly set forth by specific reference in any such filing.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

Exhibit
Number	Exhibit Description
99.1	Press Release, dated March 3, 2022
104	Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

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 thereunto duly authorized.

Date: March 3, 2022	CLEARSIDE BIOMEDICAL, INC.
	By:	/s/ Charles A. Deignan
	Name:	Charles A. Deignan
	Title:	Chief Financial Officer

EX-99.1

Exhibit 99.1

 

Clearside Biomedical Appoints Benjamin R. Yerxa, Ph.D.
to its Board of Directors

- Industry Veteran Brings Broad Ophthalmology Research & Development Expertise -

ALPHARETTA, Ga., March 3, 2022 -- Clearside Biomedical, Inc. (Nasdaq: CLSD), a biopharmaceutical company revolutionizing the delivery of therapies to the back of the eye through the suprachoroidal space (SCS®), announced today that Benjamin R. Yerxa, Ph.D., has been appointed to the Company's Board of Directors, effective March 2, 2022. Dr. Yerxa currently serves as Chief Executive Officer of the Foundation Fighting Blindness,the world’s leading private funding source for retinal degenerative disease research.

“As we continue to expand Clearside’s pipeline based on our proprietary SCS injection platform, we are pleased to add Dr. Yerxa, who brings deep scientific, ophthalmic research and clinical development experience to our board” said William Humphries, Chairman of the Clearside Board of Directors. “As one of the founders of Clearside and the current CEO of the Foundation Fighting Blindness, Ben has a unique perspective on patient needs, the global retinal disease treatment landscape, and our technology. Leveraging Ben’s expertise will be particularly important as we continue to advance CLS-AX,our proprietary suspension of the tyrosine kinase inhibitor, axitinib, for suprachoroidal injection, which is intended to provide pan-VEGF blockade for the treatment of neovascular age-related macular degeneration (wet AMD).”

“There remains tremendous need by medical professionals and their patients in treating blinding diseases, given the aging population, diabetes complications and numerous inherited retinal conditions,” said Dr. Yerxa. “Clearside’s innovative suprachoroidal delivery approach offers an attractive treatment option to address these needs. With XIPERE™, the first product approved for suprachoroidal administration, a growing internal and external suprachoroidal development pipeline, and an increasing base of retinal specialists trained to use the SCS Microinjector®, there are many opportunities ahead for Clearside to be an important player in the fight against chorioretinal diseases.”

Benjamin R. Yerxa, Ph.D., has more than 25 years of pharmaceutical and biotechnology leadership experience in the fields of ophthalmology, pulmonary, rare disease, cardiovascular and HIV, from drug discovery through product launches. He currently serves as CEO of the Foundation Fighting Blindness. Dr. Yerxa has served in senior leadership roles in multiple public and private ophthalmology companies and has been involved with the discovery and development of numerous Investigational New Drug Applications, Phase 3 clinical programs, New Drug Applications, drug approvals and product launches. He is also an entrepreneur with more than 50 issued U.S. patents. Dr. Yerxa serves on the Board of Directors of the North Carolina Biotechnology Center and several private ophthalmic companies, including Nacuity Pharmaceuticals and Sparing Vision. Dr. Yerxa earned his Ph.D. in organic chemistry from the University of California, Irvine, and B.A. in chemistry from the University of California, San Diego.

About Clearside’s Suprachoroidal Space (SCS®) Injection Platform and SCS Microinjector®

Clearside’s patented, proprietary suprachoroidal space (SCS) injection platform offers unprecedented access to the back of the eye where sight-threatening disease often occurs. Clearside’s patented technology is designed to deliver drug to the suprachoroidal space located between the choroid and the outer protective layer of the eye, known as the sclera. The company’s unique platform is inherently flexible and intended to work with established and new formulations of medications. Clearside’s proprietary SCS Microinjector can be used to inject a wide variety of drug candidates into the SCS. The SCS Microinjector provides targeted delivery to potentially improve efficacy and compartmentalization of medication to reduce or eliminate toxic effects on non-diseased cells. The SCS Microinjector is composed of a syringe and two 30-gauge hollow microneedles of varying lengths, each less than 1.2 millimeters, with a custom-designed hub that optimizes insertion and suprachoroidal administration of drugs.

About Clearside Biomedical

Clearside Biomedical, Inc. is a biopharmaceutical company revolutionizing the delivery of therapies to the back of the eye through the suprachoroidal space (SCS®). Clearside’s SCS injection platform, utilizing the Company’s proprietary SCS Microinjector®, enables an in-office, repeatable, non-surgical procedure for the targeted and compartmentalized delivery of a wide variety of therapies to the macula, retina or choroid to potentially preserve and improve vision in patients with sight-threatening eye diseases. Clearside is developing its own pipeline of small molecule product candidates for administration via its SCS Microinjector and strategically partners its SCS injection platform with companies utilizing other ophthalmic therapeutic innovations. Clearside’s first product, XIPERE™ (triamcinolone acetonide injectable suspension) for suprachoroidal use, was approved by

the U.S. Food and Drug Administration in October 2021. For more information, please visit www.clearsidebio.com.

Cautionary Note Regarding Forward-Looking Statements

Any statements contained in this press release that do not describe historical facts may constitute forward-looking statements as that term is defined in the Private Securities Litigation Reform Act of 1995. These statements may be identified by words such as “believe”, “expect”, “may”, “plan”, “potential”, “will”, and similar expressions, and are based on Clearside’s current beliefs and expectations. These forward-looking statements include statements regarding Clearside’s expanding pipeline and Clearside’s clinical development and the potential benefits of product candidates using Clearside’s SCS Microinjector. These statements involve risks and uncertainties that could cause actual results to differ materially from those reflected in such statements. Risks and uncertainties that may cause actual results to differ materially include uncertainties inherent in the conduct of clinical trials, Clearside’s reliance on third parties over which it may not always have full control, uncertainties regarding the COVID-19 pandemic and other risks and uncertainties that are described in Clearside’s Annual Report on Form 10-K for the year ended December 31, 2020, filed with the U.S. Securities and Exchange Commission (SEC) on March 15, 2021, and Clearside’s other Periodic Reports filed with the SEC. Any forward-looking statements speak only as of the date of this press release and are based on information available to Clearside as of the date of this release, and Clearside assumes no obligation to, and does not intend to, update any forward-looking statements, whether as a result of new information, future events or otherwise.

Investor and Media Contacts:

Jenny Kobin

Remy Bernarda

ir@clearsidebio.com

(678) 430-8206

Source: Clearside Biomedical, Inc.

XML

Document And Entity Information	Mar. 03, 2022
Cover [Abstract]
Document Type	8-K
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Document Period End Date	Mar. 03, 2022
Entity Registrant Name	Clearside Biomedical, Inc.
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Entity Tax Identification Number	45-2437375
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Entity Address, Address Line Two	Suite 200
Entity Address, City or Town	Alpharetta
Entity Address, State or Province	GA
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Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common Stock, par value $0.001 per share
Trading Symbol	CLSD
Security Exchange Name	NASDAQ