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. Adoption of the TuHURA Biosciences, Inc. 2026 Inducement Equity Incentive Plan On September 10, 2026, the Board of Directors (the “Board”) of TuHURA Biosciences, Inc. (the “Company”) adopted the TuHURA Biosciences, Inc.…
TuHURA Biosciences, Inc. (Nasdaq: HURA) is a Phase 3 immuno-oncology company developing novel technologies to overcome primary and acquired resistance to cancer immunotherapy, two of the most common reasons cancer immunotherapies fail to work or stop working in the majority of patients with cancer. TuHURA’s lead innate immune agonist, IFx-2.0, is designed to overcome primary resistance to checkpoint inhibitors. TuHURA has initiated a single randomized placebo-controlled Phase 3 registration trial of IFx-2.0 administered as an adjunctive therapy to Keytruda® (pembrolizumab) compared to Keytruda® plus placebo in first-line treatment for advanced or metastatic Merkel Cell Carcinoma.
Select 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.
Adoption of the TuHURA Biosciences, Inc. 2026 Inducement Equity Incentive Plan
On September 10, 2026, the Board of Directors (the “Board”) of TuHURA Biosciences, Inc. (the “Company”) adopted the TuHURA Biosciences, Inc. 2026 Inducement Equity Incentive Plan (the “Inducement Plan”), pursuant to which the Company may from time to time grant equity awards to new employees as a material inducement to their entering into employment with the Company or one of its subsidiaries. The Inducement Plan was adopted without stockholder approval pursuant to Nasdaq Listing Rule 5635(c)(4) (the “Nasdaq Rule”) and will be administered by the Compensation Committee of the Board (the “Compensation Committee”).
The Board reserved 5,000,000 shares of the Company’s common stock, par value $0.001 per share, for issuance under the Inducement Plan. The only persons eligible to receive awards under the Inducement Plan are individuals who satisfy the standard for inducement grants under the Nasdaq Rule. Awards under the Inducement Plan may consist of nonqualified stock options, stock appreciation rights, stock, restricted stock, restricted stock units, performance shares, performance units and other stock-based awards; no incentive stock options may be granted under the Inducement Plan. In accordance with the Nasdaq Rule, awards under the Inducement Plan may be granted only by (i) the Compensation Committee, provided that it is comprised solely of independent directors, or (ii) a majority of the Company’s independent directors. The Board also approved a form of stock option agreement for use under the Inducement Plan (the “Form Inducement Stock Option Agreement”).
The foregoing descriptions of the Inducement Plan and the Form Inducement Stock Option Agreement do not purport to be complete and are qualified in their entirety by reference to the full text of the Inducement Plan and the Form Inducement Stock Option Agreement, copies of which are filed as Exhibits 10.1 and 10.2, respectively, to this Current Report on Form 8-K and incorporated herein by reference.