Cadrenal Therapeutics Files 8-K on Executive Changes

TL;DR

Cadrenal Therapeutics 8-K: Exec changes, comp plans, and financials filed Feb 4.

AI Summary

On February 4, 2025, Cadrenal Therapeutics, Inc. filed an 8-K report detailing changes in its board of directors and executive officers. The filing also includes information on compensatory arrangements for certain officers and other events, along with financial statements and exhibits.

Why It Matters

This filing signals potential shifts in the company's leadership and governance structure, which could impact its strategic direction and operational execution.

Risk Assessment

Risk Level: low — The filing is a routine disclosure of corporate events and does not indicate any immediate financial distress or significant operational risk.

Key Players & Entities

• Cadrenal Therapeutics, Inc. (company) — Registrant
• February 4, 2025 (date) — Date of earliest event reported
• Delaware (jurisdiction) — State of incorporation
• 822 A1A North, Suite 306 Ponte Vedra, Florida 32082 (address) — Principal executive offices
• 904-300-0701 (phone_number) — Registrant's telephone number

FAQ

Key Financial Figures

• $0.001 — ch registered Common Stock, par value $0.001 per share CVKD The Nasdaq Stock Mar
• $505,000 — ovides for (i) an annual base salary of $505,000, (ii) a discretionary annual bonus of u

Filing Documents

• ea0230166-8k_cadrenal.htm (8-K) — 35KB
• ea023016601ex10-1_cadrenal.htm (EX-10.1) — 99KB
• ea023016601ex10-2_cadrenal.htm (EX-10.2) — 55KB
• ea023016601ex99-1_cadrenal.htm (EX-99.1) — 14KB
• ex99-1_001.jpg (GRAPHIC) — 2KB
• ex99-1_002.jpg (GRAPHIC) — 2KB
• 0001213900-25-011315.txt ( ) — 429KB
• cvkd-20250204.xsd (EX-101.SCH) — 3KB
• cvkd-20250204_lab.xml (EX-101.LAB) — 33KB
• cvkd-20250204_pre.xml (EX-101.PRE) — 22KB
• ea0230166-8k_cadrenal_htm.xml (XML) — 4KB

02. Departure of Directors or Certain Officers; Election

Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. On February 4, 2025, Cadrenal Therapeutics, Inc. (the "Company") entered into an employment agreement with James J. Ferguson III (the "Employment Agreement"), effective as of February 5, 2025 (the "Effective Date"), to employ Dr. Ferguson as the Company's Chief Medical Officer. The Employment Agreement provides for (i) an annual base salary of $505,000, (ii) a discretionary annual bonus of up to 40% of his base salary upon achievement of objectives as may be determined by the Compensation Committee of the Company's board of directors, and (iii) a stock option award for 60,000 shares of the Company's common stock, par value $0.001 per share (the "Common Stock"), which options shall vest 25% on March 1, 2026, with the balance vesting pro rata over thirty-six (36) months. Dr. Ferguson is also bound by confidentiality provisions. If, after the six month anniversary, but prior to the one year anniversary, of the Effective Date, the Employment Agreement is terminated by the Company without Cause or by Dr. Ferguson for Good Reason (as such terms are defined in the Employment Agreement), Dr. Ferguson will be entitled to receive continuation of payment of his base salary and the payment of his COBRA premiums for a period of six months. On or after the one-year anniversary of the Effective Date, if the Employment Agreement is terminated by the Company without Cause or by Dr. Ferguson for Good Reason, he will be entitled to receive continuation of payment of his base salary and the payment of his COBRA premiums for a period of 12 months. The Employment Agreement also provides for severance payments in connection with a Change of Control (as such term is defined in the Employment Agreement). The Company also entered into its standard form of indemnification agreement with Dr. Ferguson. Dr. Ferguson, age 71, is a well-

01. Other Events

Item 8.01. Other Events. On February 6, 2025, the Company issued a press release announcing the appointment of Dr. Ferguson as the Company's Chief Medical Officer. A copy of the press release is attached hereto as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference. 1

01. Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits. (d) Exhibits The following exhibits are furnished with this Current Report on Form 8-K: Exhibit Number Exhibit Description 10.1 Employment Agreement between Cadrenal Therapeutics, Inc. and James J. Ferguson III, effective February 5, 2025 10.2 Severance and Release Letter Agreement, dated February 7, 2025, between Cadrenal Therapeutics, Inc. and Douglas Losordo 99.1 Press Release issued by Cadrenal Therapeutics, Inc. on February 6, 2025 104 Cover Page Interactive Data File (the cover page XBRL tags are embedded within in the inline XBRL document) 2

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. Dated: February 7, 2025 CADRENAL THERAPEUTICS, INC. By: /s/ Quang Pham Name: Quang Pham Title: Chairman and Chief Executive Officer 3

View Full Filing

View this 8-K filing on SEC EDGAR