Current Report · Items 5.02, 9.01 · 8-K
Armata Pharmaceuticals, Inc.
ARMPNYSE_AMERICANEQUITYCurrent
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. On July 17, 2026, the Board of Directors (the “Board”) of Armata Pharmaceuticals, Inc. (the “Company”) promoted and appointed David House as the Company’s Chief Financial Officer, effective July 17, 2026. Mr.…
Filed Jul 20, 2026Accepted Jul 20, 2026, 7:12 AM EDTCIK 921114Accession 0001104659-26-084860
Company context
Armata is a late clinical-stage biotechnology company focused on the development of high-purity and potency, pathogen-specific bacteriophage therapeutics for the treatment of antibiotic-resistant and difficult-to-treat bacterial infections using its proprietary bacteriophage-based technology. Armata is developing and advancing a broad pipeline of natural and synthetic phage candidates, including clinical candidates for Pseudomonas aeruginosa, Staphylococcus aureus, and other important pathogens. Armata is committed to advancing phage therapy with drug development expertise that spans bench to clinic including in-house phage-specific current Good Manufacturing Practices (“cGMP”) manufacturing to support full commercialization.
Current securities
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.
On July 17, 2026, the Board of Directors (the “Board”)
of Armata Pharmaceuticals, Inc. (the “Company”) promoted and appointed David House as the Company’s Chief Financial
Officer, effective July 17, 2026. Mr. House previously served as the Company’s Senior Vice President, Finance and principal financial
officer since August 2024. Biographical information regarding Mr. House required by Item 401 of Regulation S-K was previously reported
in the Company’s most recent definitive proxy statement filed with the SEC on April 27, 2026.
In connection with Mr. House’s appointment
as Chief Financial Officer, the Company and Mr. House entered into an employment letter agreement, dated July 17, 2026 (the “House
Agreement”), which confirms the terms of Mr. House’s continued employment with the Company from and after the date thereof.
Pursuant to the House Agreement, Mr. House will serve as the Company’s Chief Financial Officer, reporting directly to the Company’s
Chief Executive Officer.
Pursuant to the House Agreement, Mr. House will receive an annual base
salary of $371,315, and will be eligible for a target annual bonus opportunity equal to 50% of his base salary, with the actual bonus
payable based on actual performance as determined by the Board or compensation committee. Mr. House’s annual target performance
bonus percentage is subject to increase, but not decrease, from time to time in the discretion of the Board or the compensation committee.
The House Agreement provides that Mr. House will
be eligible to receive annual equity awards pursuant to the Company’s 2016 Equity Incentive Plan or any successor plan commencing
in 2026. The House Agreement states that the current intent of the compensation committee is to provide Mr. House with an equity award
each fiscal year, commencing in 2026, with a grant date fair value of approximately $300,000, but Mr. House is not entitled to any specific
award or terms, and any such awards will vest on the same basis as equity awards granted to other senior executives in respect of any
fiscal year.
The House Agreement provides that, if the Company
terminates Mr. House’s employment without “Cause” (as defined in the House Agreement) other than due to his death or
disability, or if Mr. House resigns for “Good Reason” (as defined in the House Agreement), then, subject to his execution
of a separation agreement and general release of claims and continued compliance with his post-employment restrictive covenants, Mr. House
will continue to receive his then-current base salary for 12 months following such termination. If Mr. House experiences an involuntary
termination within one month prior to, or 12 months following, a “Change in Control” (as defined in the House Agreement),
the vesting of all of his outstanding equity awards that are subject to time-based vesting requirements will accelerate in full as of
the date of such involuntary termination or, if later, the Change in Control.
On July 17, 2026, the Company and Pierre Kyme, the Company’s
Chief Business Officer, agreed to conform the definition of “change in control” in Mr. Kyme’s Employment Letter Agreement,
dated June 1, 2024 (the “Kyme Agreement”) to the definition in the House Agreement (and other agreements with senior
executives of the Company). The Kyme Agreement remains in full force and effect in accordance with its terms with this modified definition.
The foregoing descriptions of the House Agreement
and the modification of the Kyme Agreement (the “Kyme Amendment”) do not constitute complete summaries of the terms
of the House Agreement or the Kyme Amendment and are qualified in their entirety by reference to the full text of the House Agreement
and the Kyme Amendment, which are filed as Exhibits 10.1 and 10.2, respectively, to this Current Report on Form 8-K and incorporated herein
by reference.
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