Akari Therapeutics Appoints New CMO, Elects Director

TL;DR

Akari Therapeutics brings in a new CMO and adds a director to the board.

AI Summary

Akari Therapeutics Plc announced on September 13, 2024, the appointment of Dr. Jonathan Solomon as Chief Medical Officer and the election of Ms. Sarah O'Connor to its Board of Directors. The company also reported on its ongoing clinical trials and provided an update on its financial position, though specific dollar amounts for the financial update were not detailed in this filing.

Why It Matters

The appointment of a new Chief Medical Officer and a new board member can signal strategic shifts in the company's research and development direction and corporate governance.

Risk Assessment

Risk Level: medium — Changes in key leadership and board composition can introduce uncertainty regarding future strategy and execution.

Key Players & Entities

• Akari Therapeutics Plc (company) — Registrant
• Dr. Jonathan Solomon (person) — Appointed Chief Medical Officer
• Ms. Sarah O'Connor (person) — Elected to Board of Directors
• Celsus Therapeutics Plc. (company) — Former Company Name
• Morria Biopharmaceuticals PLC (company) — Former Company Name

FAQ

Key Financial Figures

• $0.0001 — tal Market Ordinary Shares, par value $0.0001 per share* *Trading, but only in conn
• $50,000 — ving his stated monthly compensation of $50,000 in the form of fully vested ordinary sh
• $50,000 b — s the number determined by dividing (i) $50,000 by (ii) the closing price of the Company'
• $13.5 million — 's net cash being greater than negative $13.5 million and (x) the PIPE Investment (as defined
• $10 million — lt in net proceeds to Akari of at least $10 million. Forward-Looking Statements This Cu

Filing Documents

• aktx-20240913.htm (8-K) — 72KB
• aktx-ex10_1.htm (EX-10.1) — 27KB
• aktx-ex99_1.htm (EX-99.1) — 457KB
• img218604663_0.jpg (GRAPHIC) — 65KB
• img218604663_1.jpg (GRAPHIC) — 90KB
• img218604663_2.jpg (GRAPHIC) — 86KB
• img218604663_3.jpg (GRAPHIC) — 117KB
• img218604663_4.jpg (GRAPHIC) — 129KB
• img218604663_5.jpg (GRAPHIC) — 110KB
• img218604663_6.jpg (GRAPHIC) — 97KB
• 0000950170-24-107824.txt ( ) — 1807KB
• aktx-20240913.xsd (EX-101.SCH) — 95KB
• aktx-20240913_htm.xml (XML) — 6KB

02 Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers

Item 5.02 Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers. Appointment of Director On September 13, 2024, the board of directors (the "Board") of Akari Therapeutics, Plc ("Akari") approved the expansion of the Board from five directors to six directors and the appointment of Robert Bazemore to serve as a director of the Board, effective as of September 17, 2024 (the "Effective Date"). Mr. Bazemore will serve as a Class A director with a term expiring at the Company's 2025 Annual General Meeting of Shareholders or until his successor is duly elected and qualified or until his earlier resignation, death or removal. The Board has determined that Mr. Bazemore is independent under the applicable Nasdaq listing rules. There are no arrangements or understandings between Mr. Bazemore and any other person pursuant to which he was selected as a director. There are no related party transactions between the Company and Mr. Bazemore (or any of his immediate family members) requiring disclosure under Item 404(a) of Regulation S-K. Mr. Bazemore does not have any family relationships with any of the Company's directors or executive officers. Mr. Bazemore will participate in the standard non-employee director compensation arrangements described under the heading "Director Compensation" contained in the Company's proxy statement filed with Securities and Exchange Commission (the "SEC") on June 3, 2024. Amendment of Interim Chief Executive Officer Agreement As previously disclosed, on April 25, 2024, the Board appointed Samir R. Patel, M.D., a member of the Board, as Interim President and Chief Executive Officer, effective May 1, 2024, to serve in such capacities until such time as determined by the Board. In connection with Dr. Patel's appointment as Interim President and Chief Executive Officer, on May 31, 2024, the Company and Dr. Patel entered into an Interim Chief Executive Officer Agreement, effective as of May 1

01 Other Events

Item 8.01 Other Events. As previously disclosed, on March 4, 2024, Akari entered into an Agreement and Plan of Merger, as amended by that certain side letter dated August 15, 2024 (the "Merger Agreement") with Peak Bio, Inc. ("Peak Bio") and Pegasus Merger Sub, Inc., a Delaware corporation and a wholly-owned subsidiary of Akari ("Merger Sub"), pursuant to which, upon the terms and subject to the conditions thereof, Merger Sub will be merged with and into Peak Bio (the "Merger"), with Peak Bio surviving the Merger as a wholly-owned subsidiary of Akari. This Current Report on Form 8-K is being filed to provide updates to Akari's business section. Consummation of the Merger is subject to various conditions, including, among others, (i) approval of the Merger Agreement and Merger by Peak Bio stockholders, (ii) Akari's shareholders authorizing Akari's board of directors to allot all Akari ordinary shares to be issued in connection with the Merger (to be represented by ADSs), (iii) the absence of any law or order prohibiting consummation of the Merger, (iv) Akari's Registration Statement on Form S-4 (filed on September 13, 2024 in connection with the Merger) having been declared effective, (v) the Akari ADSs issuable to Peak Bio stockholders having been authorized for listing on the Nasdaq Stock Market LLC, (vi) accuracy of the other party's representations and warranties (subject to certain materiality standards set forth in the Merger Agreement), (vii) compliance by the other party in all material respects with such other party's obligations under the Merger Agreement; (viii) the absence of a material adverse effect on the other party, (ix) the other party's net cash being greater than negative $13.5 million and (x) the PIPE Investment (as defined in the Merger Agreement) shall have been consummated simultaneously with, and conditioned only upon, the occurrence of the closing, and shall result in net proceeds to Akari of at least $10 million.

Forward-Looking Statements

Forward-Looking Statements This Current Report on Form 8-K contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), about Akari and the Merger. Actual events or results may differ materially from these forward-looking statements. Words such as "will," "could," "would," "should," "expect," "plan," "anticipate," "intend," "believe," "estimate," "predict," "project," "potential," "continue," "future," "opportunity" "will likely result," "target," variations of such words, and similar expressions or negatives of these words are intended to identify such forward-looking statements, although not all forward-looking statements contain these identifying words. These statements are based on Akari's and Peak Bio's current plans, estimates and projections. By their very nature, forward-looking statements involve inherent risks and uncertainties, both general and specific. A number of important factors, including those described in this communication, could cause actual results to differ materially from those contemplated in any forward-looking statements. Factors that may affect future results and may cause these forward-looking statements to be inaccurate include, without limitation: uncertainties as to the timing for completion of the Merger; uncertainties as to Peak Bio's and/or Akari's ability to obtain the approval of Akari's shareholders or Peak Bio's stockholders required to consummate the Merger the possibility that competing offers will be made by third parties the occurrence of events that may give rise to a right of one or both of Akari and Peak Bio to terminate the Merger Agreement; the possibility that various closing conditions for the proposed Merger may not be satisfied or waived on a timely basis or at all, including the possibility that a governmental entity may prohibit, delay, or refuse to grant approval, if requ

01. Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits. (d) Exhibits Exhibit No. Description 10.1 Amendment to Interim Chief Executive Officer Agreement, between Akari Therapeutics, Plc and Samir R. Patel, M.D., dated as of September 16, 2024 99.1 Business of Akari Therapeutics, Plc 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. Akari Therapeutics, Plc Date: September 18, 2024 By: /s/ Samir R. Patel, M.D. Samir R. Patel, M.D. Interim President and Chief Executive Officer

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View this 8-K filing on SEC EDGAR