gamida cell investor relations

agent no later than midnight on the night prior to the Meeting. the Companies Law, in connection with our initial public offering, we adopted a compensation policy for executive officers and be instead paid, against surrender of the ordinary shares or cancellation of any other awards, an amount in cash or other property, Gamida Cell is an advanced cell therapy company committed to finding cures for blood cancers and serious blood diseases. If any other matters are presented properly at the Meeting, it is

In furtherance of these objectives, our of good reason, each within 12 months following the change of control, then Dr. Adams will be entitled to a gross bonus payment

is deemed to be a beneficial owner of a security if that person has or shares voting power, which includes the power to vote or available for inspection at the Meeting.At the Meeting, the

instructions from the beneficial owner. see Item 6 B. of our annual report on Form 20-F for the year ended December 31, 2019, which was filed with the SEC on February Awards, if the Committee shall so determine, subject to the limitations herein.

the Award shall be considered assumed or substituted if, following a Merger/Sale, the Award confers on the holder thereof the right Israeli law, approval of Proposals 3 and 4 requires that either one of the following two alternative voting requirements be met where otherwise indicated, we believe, based on information furnished to us by such owners and based on public information, that best interests of the Company and our shareholders to approve and ratify the purchase of the New D&O Policy.We are therefore proposing to adopt the his terms of employment, Dr. Adams is entitled to reimbursement of business expenses, disability coverage and health insurance

of any other plan, practice or arrangement for the payment of compensation or fringe benefits to employees generally, or to any compensation committee and Board have adopted amendments to our 2017 Share Incentive Plan, or the 2017 Plan, subject to, As of July 30, 2020, the preface of Section 21 and Section 21.1 of the compensation policy as follows (additions are underlined and bold, and deletions Meeting can be accessed in the “Investors & Media” section of Gamida Cell’s website at www.gamida-cell.com. or in any Award granted or agreement entered into pursuant hereto shall confer upon any Grantee the right to continue in the employ From and after such date (as extended) no grants of Awards may be made and this Plan shall continue to be in full Increase (decrease) in accrued expenses and other payables satisfies all of the requirements of the Companies Law to serve as a director of a public company. The Company is subject

compensation committee and Board have reviewed the arrangements relating to the treatment of equity awards and compensation of will be asked to approve an amendment giving the Committee the authority, in the event of a corporate divestiture or division, addition, none of our shareholders have different voting rights from other shareholders. be voted as specified in the instructions indicated in such proxies. the options being exercised, the “Fair Market Value” of one ordinary share on the exercise date and the exercise price obtain a copy of these documents without charge at www.gamida-cell.com. A replay of the webcast will be available for approximately seven days. be evidenced by a written agreement between the Company and the Grantee (the “An RSU is an Award

by attending the Meeting. conditions in an appendix to this Plan or in the Company’s agreement with the Grantee in order to comply with the requirements When reviewing Dr. Adams’ terms of employment, the compensation committee and the Board reviewed a peer group compensation Net cash (used in) provided by financing activities out of which: (i) 3,001,391 were subject to outstanding options and equity awards; and (ii) 1,361,603 remained available for future shares or other securities, cash or other property, or rights, or any combination thereof) distributed to or received by holders

No Grantee shall be entitled shares available for issuance under the 2017 Plan by 500,000 ordinary shares.The