Emergent BioSolutions Inc. announced a proposed settlement of several derivative actions, which includes a payment of $15,000,000 to Emergent from specified insurance policies. The settlement aims to resolve allegations of breaches of fiduciary duty against certain current and former officers and directors.
As part of the settlement, Emergent has agreed to adopt, implement, and maintain specific corporate governance measures. These enhancements include strengthening the structure and functions of the Board of Director's Quality, Compliance, Manufacturing and Risk Management Committee to improve oversight of legal-regulatory compliance, particularly in manufacturing operations.
Further governance improvements involve the Board's Compensation Committee, which will administer a strengthened Compensation Recovery Policy and develop executive compensation policies tying incentive compensation to performance on compliance and quality control metrics. The settlement also mandates enhanced rules for reporting material incidents at manufacturing facilities to the Board and improved risk assessment training for directors, officers, employees, and contractors. A settlement hearing is scheduled for August 6, 2025.
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