UNITED STATES
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FORM
CURRENT REPORT
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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. |
(b)(c)
On June 16, 2023, Samuel D. Riccitelli resigned from his position as Interim President and Chief Executive Officer of Biocept, Inc. (the “Company”), and from the Company’s Board of Directors (the “Board”), effective June 16, 2023.
On June 16, 2023, the Board appointed Antonino Morales as the Company’s President and Chief Executive Officer. Mr. Morales continues to serve as the Company’s principal financial officer and as a member of the Board.
On June 16, 2023, Robert Walsh, the Company’s Controller, was promoted to Vice President, Controller and principal accounting officer.
Mr. Morales’ biographical information is set forth under the heading “Executive Officers and Directors” under Part III, Item 10 of the Company’s Annual Report on Form 10-K for the year ended December 31, 2022, filed with the Securities and Exchange Commission on April 17, 2023. In connection with his promotion to President and Chief Executive Officer, the Compensation Committee of the Board increased Mr. Morales’ annual base compensation from $400,000 to $470,000 and increased Mr. Morales’ annual target bonus percentage from 40% to 50% of his base salary.
Mr. Walsh, age 30, joined the Company in May 2022 as the Company’s Assistant Controller, before being promoted to Controller in August 2022. Before joining the Company, Mr. Walsh worked at PricewaterhouseCoopers LLP (“PwC”) from July 2015 to June 2021 within PwC’s Health Industries Assurance Practice, where he was responsible for multi-year financial statement audits and Sarbanes-Oxley 404 internal control audits. Mr. Walsh worked at CFGI, an accounting advisory firm, from July 2021 to May 2022 as a Manager in CFGI’s Accounting Advisory practice, where he was responsible for assisting companies with drafting and uplifting financial statements to be Regulation S-X compliant and providing technical and operational accounting support. Mr. Walsh earned his Bachelor of Science in Accounting and his Master of Science in Accountancy from the University of Rhode Island. Mr. Walsh is a Certified Public Accountant.
SIGNATURE
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.
| BIOCEPT, INC. | ||||||
| Dated: June 21, 2023 | By: | /s/ Antonino Morales | ||||
| Name: | Antonino Morales | |||||
| Title: | President and Chief Executive Officer | |||||