Black Diamond Therapeutics Appoints New Director, Adjusts Compensation

TL;DR

BDTX adds a new director, Epstein, and revises officer pay. Board changes incoming.

AI Summary

Black Diamond Therapeutics, Inc. announced on April 10, 2024, a change in its board of directors. Dr. David Epstein has been appointed as a new Class II director, effective immediately. Additionally, the company is implementing a new compensatory arrangement for its officers.

Why It Matters

Changes in board composition and executive compensation can signal shifts in company strategy or governance, potentially impacting investor confidence and future performance.

Risk Assessment

Risk Level: medium — Board changes and compensatory arrangements can indicate internal shifts that may affect future company direction and performance.

Key Players & Entities

• Black Diamond Therapeutics, Inc. (company) — Registrant
• Dr. David Epstein (person) — Appointed Class II director
• April 10, 2024 (date) — Date of earliest event reported

FAQ

Key Financial Figures

• $0.0001 — ge on which registered Common Stock, $0.0001 par value per share BDTX The Nasdaq G

Filing Documents

• tm2411574d1_8k.htm (8-K) — 30KB
• tm2411574d1_ex99-1.htm (EX-99.1) — 10KB
• tm2411574d1_ex99-1img001.jpg (GRAPHIC) — 4KB
• 0001104659-24-046096.txt ( ) — 223KB
• bdtx-20240410.xsd (EX-101.SCH) — 3KB
• bdtx-20240410_lab.xml (EX-101.LAB) — 33KB
• bdtx-20240410_pre.xml (EX-101.PRE) — 22KB
• tm2411574d1_8k_htm.xml (XML) — 4KB

02. Departure of Directors or

Item 5.02. Departure of Directors or Certain Officers Election of Directors Appointment of Certain Officers Compensatory Arrangements of Certain Officers. Resignation of Alexander Mayweg, Ph.D. On April 10, 2024, Alexander Mayweg, Ph.D. resigned from the Board of Directors (the "Board") of Black Diamond Therapeutics, Inc. (the "Company"). Dr. Mayweg's decision to resign from the Board was not the result of any disagreement with the Company on any matter relating to the operations, policies or practices of the Company. Resignation of Wendy L. Dixon, Ph.D. On April 10, 2024, Wendy L. Dixon, Ph.D. resigned from the Board and all committees thereof, including her position as Chair of the Nominating and Corporate Governance Committee of the Board (the "Nominating and Corporate Governance Committee"). Dr. Dixon's decision to resign from the Board was not the result of any disagreement with the Company on any matter relating to the operations, policies or practices of the Company. Appointment of Prakash Raman, Ph.D. and Shannon Campbell On April 10, 2024 (the "Appointment Date"), upon the recommendation of the Nominating and Corporate Governance Committee, the Board appointed (i) Prakash Raman, Ph.D. to serve on the Board as a Class I director to hold office until the Company's annual meeting of stockholders in 2024 or until his earlier death, resignation or removal, and (ii) Shannon Campbell to serve on the Board as a Class III director to hold office until the Company's annual meeting of stockholders in 2026 or until her earlier death, resignation or removal. In addition, effective as of the Appointment Date, the Board appointed (i) Dr. Raman to serve as a member of the Nominating and Corporate Governance Committee and Audit Committee of the Board, and (ii) Ms. Campbell to serve as a member of the Compensation Committee of the Board, until their respective successors are elected and qualified, or until their earlier death, resignation or removal, or until other

01 Regulation FD Disclosure

Item 7.01 Regulation FD Disclosure. On April 11, 2024, the Company issued a press release entitled "Black Diamond Therapeutics Announces Changes to Board of Directors." A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K. The information furnished under this Item 7.01, including Exhibit 99.1 hereto, shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing.

01. Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits. (d) Exhibits Exhibit No. Description 99.1 Press Release issued by Black Diamond Therapeutics, Inc., dated April 11, 2024, furnished herewith. 104 Cover Page Interactive Data File (embedded within the Inline XBRL document). SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. BLACK DIAMOND THERAPEUTICS, INC. Date: April 11, 2024 By: /s/ Brent Hatzis-Schoch Name: Brent Hatzis-Schoch Title: Chief Operating Officer and General Counsel

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View this 8-K filing on SEC EDGAR