8-K
false 0001835022 0001835022 2023-02-27 2023-02-27

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM 8-K

 

 

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): February 27, 2023

 

 

Coya Therapeutics, Inc.

(Exact name of registrant as specified in its charter)

 

 

 

Delaware   001-41583   85-4017781
(State or other jurisdiction
of incorporation)
  (Commission
File Number)
  (IRS Employer
Identification No.)

 

5850 San Felipe St., Suite 500

Houston, Texas

  77057
(Address of principal executive offices)   (Zip Code)

Registrant’s telephone number, including area code: (800) 587-8170

N/A

(Former name or former address, if changed since last report.)

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

 

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

 

Title of Each Class

 

Trading
Symbol

 

Name of Each Exchange
on Which Registered

Common Stock, par value $0.0001 per share   COYA   The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1 933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

Emerging growth company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

 

 

 


Item 5.02

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On February 27, 2023, the Compensation Committee of the Board of Directors (the “Committee”) of Coya Therapeutics, Inc. (the “Company”) approved equity compensation grants for the Company’s executive officers, Howard Berman, Ph.D., Chief Executive Officer, Adrian Hepner, M.D., Ph.D., President and Chief Medical Officer and David Snyder, Chief Financial Officer and Chief Operating Officer.

The Committee approved the grant of options (the “Options”) to purchase shares of the Company’s common stock, par value $0.0001 per share (“Common Stock”) in the following amounts: Dr. Berman was granted Options to purchase 165,000 shares of Common Stock, and Dr. Hepner and Mr. Snyder were each granted Options to purchase 115,000 shares of Common Stock. The Options were granted in accordance with the terms of the Company’s Amended and Restated 2021 Equity Incentive Plan (the “Plan”). The Options have an exercise price of $3.85 per share, the closing price of the Company’s Common Stock on the Nasdaq Capital Market on the date of grant, and will vest in 36 equal monthly installments commencing one month after the date of grant, with full acceleration of vesting upon a Change in Control (as defined in the Plan). The Options will expire 10 years from the date of grant.

 

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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.

 

    COYA THERAPEUTICS, INC.
Dated: March 1, 2023     By:  

/s/ Howard Berman

    Name:   Howard Berman
    Title:   Chief Executive Officer

 

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