Carisma Therapeutics Announces Board Changes

Ticker: CARM · Form: 8-K · Filed: Jul 1, 2024 · CIK: 1485003

Sentiment: neutral

Topics: board-changes, management-transition

TL;DR

Board shakeup at Carisma: Rosen out, Lurie in as director and committee chair.

AI Summary

Carisma Therapeutics Inc. announced on June 26, 2024, the departure of Dr. Steven T. Rosen, a director, and the election of Dr. Jonathan R. Lurie as a new director. The company also appointed Dr. Lurie as the Chair of the Nominating and Corporate Governance Committee. These changes are effective immediately.

Why It Matters

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

Risk Assessment

Risk Level: low — The filing details routine board and officer changes without any indication of financial distress or significant operational shifts.

Key Players & Entities

FAQ

Who has departed from the Carisma Therapeutics Inc. board of directors?

Dr. Steven T. Rosen has departed from the board of directors.

Who has been elected as a new director to the Carisma Therapeutics Inc. board?

Dr. Jonathan R. Lurie has been elected as a new director.

What additional role has Dr. Jonathan R. Lurie taken on?

Dr. Jonathan R. Lurie has been appointed as the Chair of the Nominating and Corporate Governance Committee.

What is the effective date of these board changes?

The changes are effective as of June 26, 2024.

What was the previous name of Carisma Therapeutics Inc.?

Carisma Therapeutics Inc. was formerly known as Sesen Bio, Inc. and Eleven Biotherapeutics, Inc.

Filing Stats: 868 words · 3 min read · ~3 pages · Grade level 10.3 · Accepted 2024-07-01 07:37:41

Key Financial Figures

Filing Documents

02 Departure of Directors or Certain Officers; Election of

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. On June 26, 2024, each of Regina Hodits, Ph.D. and Bjrn Odlander, M.D., Ph.D. notified Carisma Therapeutics Inc. (the "Company") of their respective decisions to resign from the Company's board of directors, effective June 30, 2024. Each of Drs. Hodits and Odlander decided to resign from the Company's board of directors as a result of other professional commitments and not due to a disagreement on any matter related to the Company's operations, policies or practices. On June 26, 2024, the board of directors elected Marella Thorell and David Scadden, M.D. as directors of the Company, effective June 30, 2024. Ms. Thorell and Dr. Scadden were appointed as Class III directors and will serve in accordance with the Company's amended and restated by-laws until the Company's 2026 annual meeting of stockholders and thereafter until his or her successor is duly elected and qualified or until his or her earlier death, resignation or removal. Ms. Thorell will serve as chair of the audit committee and Dr. Scadden will serve as chair of the science committee. In accordance with the Company's non-employee director compensation policy, Ms. Thorell and Dr. Scadden will receive (i) annual cash compensation of $40,000 for his or her service as a director and an additional cash retainer for any committees on which he or she serves and (ii) reimbursement for reasonable out-of-pocket business expenses incurred in connection with attending meetings of the Company's board of directors and committees thereof. In addition, in accordance with the Company's non-employee director compensation policy, each of Ms. Thorell and Dr. Scadden were granted a stock option under the Carisma Therapeutics Inc. 2014 Amended and Restated Stock Incentive Plan to purchase 38,700 shares of the Company's common stock at a per share exercise price equal t

SIGNATURES

SIGNATURES 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. CARISMA THERAPEUTICS INC. By: /s/ Steven Kelly Date: July 1, 2024 Steven Kelly President and Chief Executive Officer

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