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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): March 6, 2024
SELLAS
Life Sciences Group, Inc.
(Exact name of registrant as specified in its charter)
Delaware |
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001-33958 |
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20-8099512 |
(State or other jurisdiction of incorporation or organization) |
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(Commission
File Number) |
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(I.R.S. Employer
Identification No.) |
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7 Times Square, Suite 2503 New York, NY 10036 |
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(Address of Principal Executive Offices) (Zip Code) |
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Registrant’s
telephone number, including area code: (646) 200-5278 |
Check the appropriate box below if the Form 8-K filing is intended
to simultaneously satisfy the filing obligations of the registrant under any of the following provisions:
|
¨ |
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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¨ |
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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¨ |
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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¨ |
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(s) |
Name of each exchange on which registered |
Common Stock, $0.0001 par value per share |
SLS |
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 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 March 6, 2024, Barbara A. Wood, Executive Vice
President, General Counsel and Corporate Secretary of SELLAS Life Sciences Group, Inc. (the “Company”), was terminated
without cause, effective April 15, 2024. The Company expects to enter into a separation agreement and release of claims with Ms. Wood,
the terms of which will be disclosed once available.
In addition, on March 6, 2024, Robert Francomano,
Senior Vice President and Chief Commercial Officer of the Company, was terminated without cause, effective March 31, 2024. The Company
expects to enter into a separation agreement and release of claims with Mr. Francomano, the terms of which will be disclosed once available.
On March 8, 2024, the Company issued a press release
(the “Press Release”) announcing executive leadership reorganization and prioritization of commercialization partnerships.
A copy of the Press Release is attached hereto as Exhibit 99.1 and is incorporated by reference herein.
| Item 9.01. | Financial
Statements and Exhibits. |
(d) Exhibits
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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SELLAS Life Sciences Group, Inc. |
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Date: March 8, 2024 |
By: |
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/s/ John T. Burns |
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Name: |
John T. Burns |
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Title: |
Senior Vice President, Chief Financial Officer |
Exhibit 99.1
NEWS RELEASE
SELLAS Announces Executive Leadership Reorganization
and Prioritization of Commercialization Partnerships
3/8/2024
NEW YORK, March 08, 2024 (GLOBE NEWSWIRE) -- SELLAS Life
Sciences Group, Inc. (NASDAQ: SLS) (“SELLAS’’ or the “Company”), a late-stage clinical
biopharmaceutical company focused on the development of novel therapies for a broad range of cancer indications, today announced
that it has streamlined its executive leadership to further focus on advancing the Company’s clinical programs while
optimizing resource allocation. As part of this effort, Senior Vice President, Chief Commercial Officer, Robert Francomano and
Executive Vice President, General Counsel and Corporate Secretary, Barbara Wood, will be departing the Company.
“As part of our efforts to rapidly advance our clinical pipeline,
we continue to streamline our operations to effectively and efficiently deliver on our key business objectives,” said Angelos Stergiou,
MD, ScD h.c., President and Chief Executive Officer of SELLAS. “As I mentioned on the January shareholder call, our focus remains
on shareholder value through the development of our assets and tight financial stewardship and exploration of commercial partnerships
with the assistance of Stifel Financial Corp. I am confident that SELLAS has the right leadership in place to drive forward all of our
clinical programs and I look forward to upcoming interim analysis of the Phase 3 REGAL trial of GPS in AML and reporting topline data
from our Phase 2a SLS009 r/r AML trial this quarter and additional data in the second quarter, and topline data from the Phase 1b/2 study
of SLS009 in PTCL in the second quarter. Additionally, we made significant strides in commercial market access, pricing strategies, and
reimbursement initiatives positioning SELLAS for continued success in the Phase 3 REGAL trial of GPS and its potential as a new treatment
for AML patients.”
Dr. Stergiou continued: “I would like to thank Robert and
Barbara for their leadership, dedication, and unwavering contributions to help bring SELLAS to this point of development. I wish them
the very best in their future endeavors.”
In line with the Company’s commitment to maintaining operational
excellence, SELLAS is engaging the expertise of a seasoned commercial consultant with a proven track record of success, including launching
Venetoclax. Stacy Yeung, recently promoted to Vice President, Associate General Counsel, and Head of Compliance, with 20 years of relevant
experience will lead the Company’s legal and compliance functions.
About SELLAS Life Sciences Group, Inc.
SELLAS is a late-stage clinical biopharmaceutical company focused on
the development of novel therapeutics for a broad range of cancer indications. SELLAS’ lead product candidate, GPS, is licensed
from Memorial Sloan Kettering Cancer Center and targets the WT1 protein, which is present in an array of tumor types. GPS has potential
as a monotherapy and combination with other therapies to address a broad spectrum of hematologic malignancies and solid tumor indications.
The Company is also developing SLS009 (formerly GFH009), a small molecule, highly selective CDK9 inhibitor, which is licensed from GenFleet
Therapeutics (Shanghai), Inc., for all therapeutic and diagnostic uses in the world outside of Greater China. For more information
on SELLAS, please visit www.sellaslifesciences.com.
Forward-Looking Statements
This press release contains forward-looking statements. All statements
other than statements of historical facts are “forward-looking statements,” including those relating to future events. In
some cases, forward-looking statements can be identified by terminology such as “plan,” “expect,” “anticipate,”
“may,” “might,” “will,” “should,” “project,” “believe,” “estimate,”
“predict,” “potential,” “intend,” or “continue” and other words or terms of similar meaning.
These statements include, without limitation, statements related to the GPS clinical development program and the timing for achievement
of milestones. These forward-looking statements are based on current plans, objectives, estimates, expectations and intentions, and inherently
involve significant risks and uncertainties. Actual results and the timing of events could differ materially from those anticipated in
such forward-looking statements as a result of these risks and uncertainties, which include, without limitation, risks and uncertainties
with oncology product development and clinical success thereof, the uncertainty of regulatory approval, and other risks and uncertainties
affecting SELLAS and its development programs as set forth under the caption “Risk Factors” in SELLAS’ Annual Report
on Form 10-K filed on March 16, 2023 and in its other SEC filings. Other risks and uncertainties of which SELLAS is not currently
aware may also affect SELLAS’ forward-looking statements and may cause actual results and the timing of events to differ materially
from those anticipated. The forward-looking statements herein are made only as of the date hereof. SELLAS undertakes no obligation to
update or supplement any forward-looking statements to reflect actual results, new information, future events, changes in its expectations
or other circumstances that exist after the date as of which the forward-looking statements were made.
Investor Contact
Bruce Mackle
Managing Director
LifeSci Advisors, LLC
SELLAS@lifesciadvisors.com
Source: SELLAS Life Sciences Group, Inc.
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