Dianthus Therapeutics Inc. filed SEC Form 8-K: Leadership Update
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Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On March 4, 2025, Tomas Kiselak, a member of the Board of Directors (the “Board) of Dianthus Therapeutics, Inc. (the “Company”), notified the Company of his resignation from the Board effective as of the close of business on March 4, 2025. Mr. Kiselak’s resignation was not the result of any disagreement with the Company on any matter relating to the Company’s operations, policies or practices.
On March 4, 2025, the Board appointed Sujay Kango as a Class II director of the Company and as a member of the Compensation Committee of the Board (the “Compensation Committee”), effective immediately after close of business on March 4, 2025.
In accordance with the Company’s current Non-Employee Director Compensation Policy (the “Policy”), Mr. Kango will receive an initial grant of an option to purchase 25,000 shares of the Company’s common stock. The option will vest as to one-third of the shares subject to the option on each of the first, second and third anniversaries of the date of grant, subject to Mr. Kango's continued service to the Board through the applicable vesting date.
In addition, consistent with the Policy, Mr. Kango will receive cash compensation of $40,000 per year for his service on the Board, and cash compensation of $6,000 per year for his service as a member of the Compensation Committee, payable quarterly and prorated for any calendar quarter of partial service. Mr. Kango will also be eligible to receive annual grants of equity awards pursuant to, and in accordance with, the Policy as in effect from time to time.
In connection with his appointment, Mr. Kango will enter into a standard indemnification agreement in the form previously approved by the Board.
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.
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DIANTHUS THERAPEUTICS, INC. |
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Date: |
March 5, 2025 |
By: |
/s/ Adam M. Veness, Esq. |
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Adam M. Veness, Esq. |