Current Report · Items 5.02, 9.01 · 8-K
SELLAS Life Sciences Group, Inc.
SLSNASDAQEQUITYCurrent
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements
Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. (e) Compensatory Arrangements of Certain Officers On June 24, 2026, SELLAS Life Sciences Group, Inc.…
Filed Jun 25, 2026Accepted Jun 25, 2026, 8:30 AM EDTCIK 1390478Accession 0001104659-26-077556
Company context
Life Sciences Group, Inc. SELLAS is a late-stage clinical biopharmaceutical company focused on the development of novel therapeutics for a broad range of cancer indications. SELLAS’ lead product candidate, GPS, is licensed from Memorial Sloan Kettering Cancer Center and targets the WT1 protein, which is present in an array of tumor types. GPS has the potential as a monotherapy and combination with other therapies to address a broad spectrum of hematologic malignancies and solid tumor indications. The Company is also developing SLS009 (tambiciclib) - potentially the first and best-in-class differentiated small molecule CDK9 inhibitor with reduced toxicity and increased potency compared to other CDK9 inhibitors. Data suggests that SLS009 demonstrated a high response rate in AML patients with unfavorable prognostic factors including ASXL1 mutation, commonly associated with poor prognosis in various myeloid diseases. For more information on SELLAS, please visit www.sellaslifesciences.com
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Disclosure sections
Items 5.02, 9.01Select an item to read the extracted section. The as-filed document remains the primary evidence.
Item 5.02Item 5.02 - Departure/Election of Directors
Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
(e) Compensatory Arrangements of Certain Officers
On June 24, 2026, SELLAS Life Sciences Group,
Inc. (the “Company”) entered into (i) an amendment (the “Stergiou Amendment”) to that certain employment agreement
effective as of July 1, 2019 (the “Stergiou Employment Agreement”), by and between the Company and Dr. Angelos Stergiou, the
Company’s President and Chief Executive Officer, (ii) an amended and restated severance and change of control letter agreement with
John Burns, the Company’s Senior Vice President and Chief Financial Officer (the “Burns Agreement”), and (iii) an amended
and restated severance and change of control letter agreement with Dr. Dragan Cicic, the Company’s Senior Vice President and Chief
Development Officer (the “Cicic Agreement” and collectively with the Stergiou Amendment and the Burns Agreement, the “Agreements”). The Agreements were approved by the Board of Directors (the “Board”) of the Company, upon recommendation of the Compensation
Committee of the Board, following a review with the Company’s independent compensation consulting firm of certain market and competitive
practices relating to executive severance agreements.
Amendment to Stergiou Employment Agreement
The Stergiou Amendment amends the Stergiou Employment
Agreement to provide that certain payments made to Dr. Stergiou as part of his change in control severance benefits will be paid in a
lump sum payment. The terms of the Stergiou Employment Agreement remain unchanged in all other respects.
Amended and Restated Severance and Change of
Control Letter Agreements with John Burns and Dragan Cicic
The Burns Agreement and the Cicic Agreement each
amend and restate in their entirety the prior change of control severance agreements and non-change of control severance benefits applicable
to Mr. Burns and Dr. Cicic, respectively.
Under the Burns Agreement and the Cicic Agreement,
if Mr. Burns or Dr. Cicic, as applicable, is terminated by the Company without Cause or resigns for Good Reason, and such termination
does not occur within the Change of Control Period (as defined below), the executive will be entitled to receive the following severance
payments and benefits: (i) continuing severance pay equal to his then-current base salary for a period of nine months, payable in accordance
with the Company’s normal payroll practices; (ii) a pro rata portion of his target bonus for the year of termination, payable in
installments over the nine-month severance period; and (iii) reimbursement of COBRA premiums for continued participation in the Company’s
medical and dental benefit plans for up to nine months following termination (or until the executive becomes eligible for coverage under
another employer’s group health plan, if earlier).
Under the Burns Agreement and the Cicic Agreement,
if Mr. Burns or Dr. Cicic, as applicable, is terminated by the Company (or its successor) without Cause or resigns for Good Reason within
one month prior to, or one year following, a Change of Control (such period, the “Change of Control Period”), the executive
will be entitled to receive the following severance payments and benefits: (i) a lump sum payment equal to 15 months of his then-current
base salary; (ii) a lump sum payment equal to his target bonus for the year of termination; (iii) reimbursement of COBRA premiums for
continued participation in the Company’s medical and dental benefit plans for up to 18 months following termination (or until the
executive becomes eligible for coverage under another employer’s group health plan, if earlier); and (iv) immediate vesting in full
of all then-unvested equity awards held by the executive as of the date of termination.
Receipt of the severance payments and benefits
is conditioned upon the effectiveness of a separation and general release agreement in a form to be provided by the Company.
The foregoing descriptions of the Agreements do
not purport to be complete and are qualified by reference to the full text of the Stergiou Amendment, the Burns Agreement and the Cicic
Agreement, copies of which are attached hereto as Exhibits 10.1, 10.2 and 10.3, respectively, and incorporated herein by reference.