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TMCNet:  NEWLINK GENETICS CORP FILES (8-K) Disclosing Change in Directors or Principal Officers

[January 08, 2014]

NEWLINK GENETICS CORP FILES (8-K) Disclosing Change in Directors or Principal Officers

(Edgar Glimpses Via Acquire Media NewsEdge) Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

(e) Executive Officer Compensation and Equity Awards On January 2, 2014, the Board of Directors (the "Board") of NewLink Genetics Corporation (the "Company") (a) approved 2013 bonuses for the Company's "named executive officers" (as defined in Item 402(a)(3) of Regulation S-K promulgated by the Securities and Exchange Commission and with respect to the Company's 2013 fiscal year), (b) approved grants of restricted stock unit awards to certain of the named executive officers for extraordinary performance in 2013, (c) approved 401(k) contributions for the named executive officers and (d) approved 2014 compensation for the named executive officers, including salaries, target bonus percentages, stock option awards and restricted stock unit awards.


2013 Bonuses and Restricted Stock Unit Awards The 2013 bonus awards for the applicable named executive officers are set forth on Exhibit 10.1 attached hereto and incorporated herein by reference. The 2013 bonus awards for the applicable named executive officers are based on the achievement of corporate and individual goals previously approved by the Board.

The Board also approved grants of fully vested restricted stock unit awards to each of Dr. Link and Dr. Vahanian for extraordinary performance in 2013, as set forth on Exhibit 10.1 hereto and incorporated herein by reference.

2013 401(k) Contributions The Company's employees, including its executive officers, are eligible to participate in the Company's 401(k) plan (the "401(k) Plan"). The 401(k) Plan provides that each participant may contribute a portion of his or her pretax compensation. In addition, the Company provides an annual contribution of 3% of each participant's salary (the "Safe Harbor Contribution"). The Safe Harbor Contribution is capped at $7,650.00 per year. The Board also has the discretion to approve additional contributions to participants (the "Discretionary Contribution"). For 2013, the Board approved Discretionary Contribution amounts for named executive officers that, when added to the Safe Harbor Contributions, totaled 4.5% of each named executive officer's 2013 total potential cash compensation, which included 2013 salary and 100% achievement of the bonus target for 2013, as set forth on Exhibit 10.1 hereto. The following table lists the 401(k) contributions that the Company made to its named executive officers for 2013: Discretionary Safe Harbor Total 401(k) Percent of 2013 Total Named Executive Officer Contribution Contribution Contribution Potential Cash Compensation Dr. Charles J. Link, Jr. $30,070.80 $7,650.00 $37,720.80 4.5% Dr. Nicholas N. Vahanian $19,755.00 $7,650.00 $27,405.00 4.5% Gordon H. Link, Jr. $9,760.95 $7,650.00 $17,410.95 4.5% Dr. W. Jay Ramsey $8,952.30 $7,650.00 $16,602.30 4.5% 2014 Named Executive Officer Compensation The 2014 base salaries, target bonus awards, stock option awards and restricted stock unit awards for the named executive officers are set forth on Exhibit 10.2 attached hereto and incorporated herein by reference. The 2014 bonus awards for the applicable named executive officers will be based on the achievement of corporate and individual goals, which have not yet been established for 2014.

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