0001445283NASDAQKINETA, INC./DEfalse00014452832023-04-122023-04-12

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): April 12, 2023

 

 

 

KINETA, INC.

 

(Exact name of registrant as specified in its charter)

 

 

 

Delaware

001-37695

20-8436652

(State or other jurisdiction

(Commission

(IRS Employer

of incorporation)

File Number)

Identification No.)

219 Terry Ave. N., Suite 300

 

 

Seattle, WA

 

98109

(Address of principal executive offices)

 

(Zip Code)

 

Registrant’s telephone number, including area code: (206) 378-0400

 

Not Applicable

 

(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

Name of each exchange

 

 

Symbol(s)

on which registered

 

Common Stock, par value $0.001 per share

 

KA

 

The Nasdaq Capital Market

 

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

 

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 April 7, 2023, the Compensation Committee of the Board of Directors of Kineta, Inc. (the “Company”) recommended, and on April 12, 2023, the Company’s Board of Directors approved, (i) an increase in the annual base salary for each of the Company’s named executive officers (the “NEOs”), to be effective as of the Company’s next payroll period, and (ii) an increase in the target bonus percentages (each expressed as a percentage of base salary) for certain of the Company’s NEOs, to be applied to the target bonus percentages beginning with the bonuses to be awarded for fiscal year 2023 performance. Information with respect to the annual base salary and target bonus percentage increases for the NEOs is set forth opposite the names of the NEOs in the table below.

 

Name

 

Position

 

Prior Annual
Base Salary

 

 

New Annual
Base Salary

 

 

Prior Target
Bonus Percentage

 

 

New Target
Bonus Percentage

 

 

Shawn Iadonato

 

Chief Executive Officer and Director

 

$

350,000

 

 

$

500,000

 

 

 

50

%

 

 

50

%

*

Craig Philips

 

President

 

$

292,000

 

 

$

400,000

 

 

 

40

%

 

 

40

%

*

Keith Baker

 

Chief Financial Officer

 

$

300,000

 

 

$

350,000

 

 

 

35

%

 

 

40

%

 

Pauline Kenny

 

General Counsel and Secretary

 

$

215,000

 

 

$

325,000

 

 

 

30

%

 

 

40

%

 

 

* The target bonus percentages for Shawn Iadonato and Craig Philips remained unchanged at 50% and 40%, respectively.

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.

 

Date: April 14, 2023

 

Kineta, Inc.

 

By:

/s/ Shawn Iadonato

Name:

Shawn Iadonato

Title:

Chief Executive Officer and Director

 
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