Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

On January 30, 2020, David S. Tierney, M.D. resigned as the President, Chief Executive Officer, Principal Financial Officer, and as an employee of BioPharmX Corporation (the "Company"). Dr. Tierney remains on the board of directors of the Company and his resignation was not the result of any disputes or disagreements with the Company on any matter.

Dr. Tierney has resigned in order to eliminate the salary and benefit payments (including change-of-control payments) that would otherwise have been due to him under his Offer Letter with the Company, dated as of September 11, 2018 (the "Tierney Offer Letter") upon the closing of the merger (the "Merger") contemplated by the previously disclosed Agreement and Plan of Merger, dated January 28, 2020, between the Company, BITI Merger Sub, and Timber Pharmaceuticals LLC ("Merger Agreement"). His resignation at this time, ahead of that change-of-control, makes his separation from the Company a voluntary resignation without Good Reason, as defined in the Tierney Offer Letter, thus eliminating the Company's obligation to make these payments. However, the Company will pay Dr. Tierney his accrued compensation through the date of his resignation and will pay his COBRA premiums for medical insurance through the earlier of completion of the Merger or June 30, 2020. Further, the vested stock options to purchase shares of the Company's common stock that Dr. Tierney currently holds (currently out-of-the money) will remain exercisable for such period as is provided in the stock incentive plan under which such options were granted.

Effective January 30, 2020, Steven M. Bosacki, age 61, has been appointed to serve as the Company's Chief Executive Officer and Principal Financial Officer. Mr. Bosacki joined the Company in July 2019 as the Company's Chief Operating Officer.  In connection with his July 2019 appointment as Chief Operating Officer, on July 16, 2019, the Company and Mr. Bosacki executed an employment offer letter (the “Bosacki Offer Letter”), the material terms of which are described in Item 5.02 to the Company’s Current Report on Form 8-K filed with the SEC on July 17, 2019, and are incorporated herein by reference.  In addition, the Company previously entered into an indemnification agreement with Mr. Bosacki in the form attached as Exhibit 10.17 to the Company's Annual Report on Form 10-K for the fiscal year ended January 31, 2019. Finally, in connection with the Merger, Mr. Bosacki has agreed to waive the change-of-control payments that would have been due to him under the Bosacki Offer Letter upon the closing of the Merger.

Prior to joining the Company, (i) from July 2017 to October 2018, Mr. Bosacki served as a member with Fairway Pharmaceuticals, LLC, a pharmaceutical and medical device consulting company, (ii) from May 2016 to June 2017, Mr. Bosacki served as an Executive Director at Mission Pharmacal Company, a pharmaceutical company, (iii) from August 2013 to May 2016, Mr. Bosacki served as President and Chief Executive Officer of Lautus Pharmaceuticals, LLC, a pharmaceutical company focused on dermatology and aesthetics markets, and (iv) from April 2008 through the company's sale to Salix Pharmaceuticals, Ltd. in December 2011, Mr. Bosacki served as Senior Vice President and General Counsel of Oceana Therapeutics, Inc., a specialty pharmaceutical company. Further, prior to joining Oceana, Mr. Bosacki served as Senior Vice President and General Counsel for Esprit Pharma, Inc., a pharmaceutical company, which was acquired by Allergan, Inc. in 2007. Earlier in his career, Mr. Bosacki served in a variety of management positions at Cardinal Health, Inc., a healthcare services company.  Mr. Bosacki holds a law degree from the University of Detroit School of Law, and a law degree, a Master of Business Administration and a Bachelor of Commerce degree from the University of Windsor in Canada.

There is no arrangement or understanding with any person pursuant to which Mr. Bosacki was appointed as Chief Executive Officer and Principal Financial Officer, and there are no family relationships between Mr. Bosacki and any other director or executive officer of the Company.  Additionally, there are no transactions between Mr. Bosacki and the Company that would be required to be reported under Item 404(a) of Regulation S-K.