Cartesian Therapeutics Announces Executive and Board Changes

TL;DR

Exec shuffle at Cartesian: CMO out, interim CMO in, new board member. Effective immediately.

AI Summary

On February 28, 2024, Cartesian Therapeutics, Inc. announced the departure of Dr. Robert J. B. Davies as Chief Medical Officer and the appointment of Dr. Sarah L. Kelley as interim Chief Medical Officer. The company also elected Ms. Jennifer L. Chien to its Board of Directors. These changes are effective immediately.

Why It Matters

Changes in key executive and board positions can signal shifts in company strategy or operational focus, potentially impacting future performance and investor confidence.

Risk Assessment

Risk Level: medium — Executive and board changes can introduce uncertainty regarding future strategy and leadership stability.

Key Players & Entities

• Cartesian Therapeutics, Inc. (company) — Registrant
• Dr. Robert J. B. Davies (person) — Departing Chief Medical Officer
• Dr. Sarah L. Kelley (person) — Appointed interim Chief Medical Officer
• Ms. Jennifer L. Chien (person) — Elected to Board of Directors
• February 28, 2024 (date) — Effective date of changes

FAQ

Key Financial Figures

• $0.0001 — ich registered Common Stock (Par Value $0.0001) RNAC The Nasdaq Stock Market LLC
• $902,353 — nt. The base rent for the first year is $902,353, or $47 per square foot of leasable spa
• $47 — rent for the first year is $902,353, or $47 per square foot of leasable space, subj

Filing Documents

• ef20023144_8k.htm (8-K) — 31KB
• ef20023144_ex99-1.htm (EX-99.1) — 11KB
• image1.jpg (GRAPHIC) — 29KB
• 0001140361-24-011282.txt ( ) — 219KB
• rnac-20240228.xsd (EX-101.SCH) — 4KB
• rnac-20240228_lab.xml (EX-101.LAB) — 21KB
• rnac-20240228_pre.xml (EX-101.PRE) — 16KB
• ef20023144_8k_htm.xml (XML) — 4KB

01

Item 1.01 Entry into a Material Definitive Agreement. On February 28, 2024, Cartesian Therapeutics, Inc. (the "Company") entered into a lease agreement with 7495 RP, LLC (the "Landlord"), pursuant to which the Company agreed to lease from the Landlord the manufacturing space located at 7495 New Horizon Way, Frederick, Maryland 21702 (the "Lease Agreement"). The space consists of approximately 20,000 leasable square feet of integrated manufacturing and office space. The initial term of the Lease Agreement is expected to commence no later than April 1, 2024, once the Landlord has obtained legal possession of the premises free of the existing tenant and delivered full possession of the premises to the Company (the "Commencement Date"). The Lease Agreement will terminate seven full lease years following the Commencement Date which, assuming a Commencement Date of April 1, 2024, will be May 31, 2031. The Company will have one option to extend the term of the Lease Agreement for a period of five years at a cost of 100% of the then-fair market value, not to exceed 103% of the then-current base rent. The base rent for the first year is $902,353, or $47 per square foot of leasable space, tenant improvement allowances. The foregoing description of the Lease does not purport to be complete and is qualified in its entirety by reference to the full Lease Agreement, a copy of which will be filed as an exhibit to the Company's Annual Report on Form 10-K for the year ended December 31, 2023.

02

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. On February 28, 2024, Aymeric Sallin, a member of the Board of Directors (the "Board") of the Company, notified the Company of his resignation from the Board, effective immediately, to pursue other opportunities. Prior to his resignation, Mr. Sallin served on the Board's Compensation Committee, and in connection with his resignation, Mr. Sallin will cease service on such committee. Mr. Sallin's resignation was not the result of a disagreement with the Company on any matter relating to the Company's operations, policies or practices. Mr. Sallin has been a valued member of the Company's Board since its initial foundation in 2007, providing exemplary service and many important contributions to the Company during his tenure on the Board. The Company thanks Mr. Sallin for his advice and leadership as a member of the Company's Board and wishes Mr. Sallin well as he pursues other opportunities.

01

Item 7.01 Regulation FD Disclosure. On March 5, 2024, the Company issued a press release announcing its entry into the Lease Agreement and its related plans to transition its corporate headquarters to Frederick, Maryland. The press release is attached to this Current Report on Form 8-K as Exhibit 99.1. The information in this Item 7.01 of this Form 8-K, including Exhibit 99.1 attached 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. The Company undertakes no obligation to update, supplement or amend the press release attached hereto as Exhibit 99.1, except as required by law.

Financial Statements and Exhibits

Financial Statements and Exhibits. (d) Exhibits Exhibit No. Exhibit Description 99.1 Press Release Issued on March 5, 2024. 104 Cover Page Interactive Data File (embedded within the Inline XBRL document).

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. CARTESIAN THERAPEUTICS, INC. Date: March 5, 2024 By: /s/ Carsten Brunn, Ph.D. Carsten Brunn, Ph.D. President and Chief Executive Officer

View Full Filing

View this 8-K filing on SEC EDGAR