Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On May 13, 2014, the Board of Directors of Marina Biotech, Inc. (the "Company")
authorized the appointment of Daniel E. Geffken, M.B.A. as interim Chief
Financial Officer. Mr. Geffken replaces Philip C. Ranker, who resigned as
interim Chief Financial Officer and Secretary of the Company effective as of the
close of business on December 31, 2013. Mr. Ranker currently serves as a member
of the Company's Board of Directors.
Mr. Geffken, age 57, is a founder and Managing Director at Danforth Advisors,
LLC, where he has served since 2011. He has worked in both the life science and
renewable energy industries for the past 20 years. His work has ranged from
early start-ups to publicly traded companies with $1 billion+ market
capitalizations. Previously, he served as COO or CFO of four publicly traded and
four privately held companies, including Seaside Therapeutics, Inc., where he
served as COO from 2009 to 2011. In addition, he has been involved with multiple
rare disease-focused companies in areas such as Huntington's disease,
amyotrophic lateral sclerosis, fragile X syndrome, hemophilia A and Gaucher
disease, including the approval of enzyme replacement therapies for the
treatments of Fabry disease and Hunter syndrome. Mr. Geffken has raised more
than $700 million in equity and debt securities. Mr. Geffken started his career
as a C.P.A. at KPMG and, later, as a principal in a private equity firm. Mr.
Geffken received his M.B.A from the Harvard Business School and his B.S. from
the Wharton School, University of Pennsylvania.
The Company previously entered into a Consulting Agreement, effective as of
January 9, 2014, with Danforth Advisors, LLC ("Danforth"), pursuant to which the
Company engaged Danforth to serve as an independent consultant for the purpose
of providing the Company with certain strategic and financial advice and support
services during the one-year period beginning on January 9, 2014. Mr. Geffken is
a founder and Managing Director at Danforth. The Company anticipates that it
will pay Danforth approximately $250,000 during the first year of the
engagement. The Company also issued to Danforth, upon the effectiveness of the
agreement, 10-year warrants to purchase up to 100,800 shares of the Company's
common stock, which warrants are exercisable at $0.481 per share and shall vest
on a monthly basis over the two-year period beginning on the effective date of
Other than as described herein, there are no related party transactions between
the Company and Mr. Geffken, and Mr. Geffken is neither related to, nor does he
have any relationship with, any existing member of the Board or any executive
officer of the Company.