Equillium, Inc. Reports Board and Officer Changes
Ticker: EQ · Form: 8-K · Filed: Dec 12, 2024 · CIK: 1746466
| Field | Detail |
|---|---|
| Company | Equillium, INC. (EQ) |
| Form Type | 8-K |
| Filed Date | Dec 12, 2024 |
| Risk Level | medium |
| Pages | 3 |
| Reading Time | 3 min |
| Key Dollar Amounts | $0.0001, $42,000 |
| Sentiment | neutral |
Sentiment: neutral
Topics: management-change, board-of-directors, officer-appointment
TL;DR
Equillium's board and exec team are changing; check the filing for details.
AI Summary
Equillium, Inc. filed an 8-K on December 12, 2024, reporting changes related to its board of directors and officers, as well as compensatory arrangements. The filing indicates a departure of directors or certain officers, the election of new directors, and the appointment of certain officers. Specific details regarding the individuals involved, the exact nature of the changes, and the associated compensatory arrangements are outlined within the document.
Why It Matters
Changes in a company's board of directors and executive officers can signal shifts in strategy, governance, or operational focus, potentially impacting future performance and investor confidence.
Risk Assessment
Risk Level: medium — Changes in leadership and compensatory arrangements can introduce uncertainty and signal potential strategic shifts, requiring closer investor scrutiny.
Key Numbers
- 001-38692 — SEC File Number (Identifies the company's filing history with the SEC.)
- 82-1554746 — IRS Employer Identification No. (Company's tax identification number.)
Key Players & Entities
- Equillium, Inc. (company) — Registrant
- Delaware (jurisdiction) — State of incorporation
- 2223 Avenida de la Playa, Suite 105, La Jolla, California 92037 (address) — Principal executive offices
FAQ
What specific changes occurred regarding Equillium's board of directors?
The filing indicates the departure of directors and the election of new directors, with specific details to be found within the document.
Were there any changes to Equillium's officer positions?
Yes, the filing reports the appointment of certain officers.
What is the date of the earliest event reported in this 8-K?
The date of the earliest event reported is December 10, 2024.
What is Equillium, Inc.'s principal executive office address?
Equillium, Inc.'s principal executive office is located at 2223 Avenida de la Playa, Suite 105, La Jolla, California 92037.
What is the SIC code for Equillium, Inc.?
The Standard Industrial Classification (SIC) code for Equillium, Inc. is 2834, which corresponds to Pharmaceutical Preparations.
Filing Stats: 752 words · 3 min read · ~3 pages · Grade level 10.9 · Accepted 2024-12-12 16:10:19
Key Financial Figures
- $0.0001 — ich registered Common Stock, par value $0.0001 per share EQ Nasdaq Capital Market
- $42,000 — will receive an annual cash retainer of $42,000 for service as a member of the Board an
Filing Documents
- d838089d8k.htm (8-K) — 25KB
- 0001193125-24-277043.txt ( ) — 144KB
- eq-20241210.xsd (EX-101.SCH) — 3KB
- eq-20241210_lab.xml (EX-101.LAB) — 18KB
- eq-20241210_pre.xml (EX-101.PRE) — 11KB
- d838089d8k_htm.xml (XML) — 4KB
From the Filing
8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 December 10, 2024 Date of Report (Date of earliest event reported) Equillium, Inc. (Exact name of registrant as specified in its charter) Delaware 001-38692 82-1554746 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.) 2223 Avenida de la Playa Suite 105 La Jolla , California 92037 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (858) 240-1200 Not Applicable (Former name or former address, if changed since last report.) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligations of the registrant under any of the following provisions: Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Securities registered pursuant to Section 12(b) of the Act: Title of each class Trading Symbol(s) Name of each exchange on which registered Common Stock, par value $0.0001 per share EQ Nasdaq Capital Market Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (240.12b-2 of this chapter). Emerging growth company If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. Item5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. (a) On December 10, 2024, Yu (Katherine) Xu, Ph.D., tendered her resignation from the Board of Directors (the "Board") of Equillium, Inc. (the "Company") and the Audit Committee of the Board (the "Audit Committee"), effective immediately. Dr. Xu's resignation is not the result of any disagreement with the Company on any matter relating to the Company's operations, policies or practices. On December 11, 2024, the Board, upon recommendation of the Nominating and Corporate Governance Committee of the Board (the "Nominating Committee"), appointed Barbara Troupin, M.D., as a member of the Company's Audit Committee to fill the vacancy created by Dr. Xu's resignation. The Audit Committee is now composed of Martha Demski (Chair), Bala Manian, Ph.D., and Dr. Troupin. (d) On December 11, 2024 (the "Appointment Date"), the Board, upon recommendation of the Nominating Committee, appointed Peter Colabuono as a Class II director of the Company, with a term of office expiring at the 2026 annual meeting of stockholders, to fill the vacancy created by Dr. Xu's resignation. There are no arrangements or understandings between Mr. Colabuono and any other person pursuant to which Mr. Colabuono was selected as a director. In addition, there are no transactions in which Mr. Colabuono has an interest that would require disclosure under Item 404(a) of Regulation S-K. Pursuant to the Company's Non-Employee Director Compensation Policy (the "Compensation Policy"), Mr. Colabuono (i) will receive an annual cash retainer of $42,000 for service as a member of the Board and (ii) was granted on the Appointment Date, an option to purchase 40,000 shares of common stock, which vests monthly over a three-year period from the date of grant. The Compensation Policy also provides for further automatic annual option grants to purchase 20,000 shares of common stock on the date of each annual meeting of stockholders, which will vest in equal monthly installments over the 12 months following the date of grant. Each of the option grants described above will vest in full in the event of a change in control (as defined in the Company's 2018 Equity Incentive Plan) provided Mr. Colabuono remains in continuous service with the Company as of immediately prior to such change in control. Mr. Colabuono has entered into the Company's standard form of Indemnification Agreement for directors of the Company. SIGNATURE Pursuant to the requirement of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. EQUILLIUM, INC. Date: December 12, 2024 By: /s/ Bruce D. Steel Name: Bruce D. Steel Title: President and Chief Executive Officer