Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
As previously disclosed on February 24, 2025, Altimmune, Inc.’s (the “Company’s”) former Chief Medical Officer, Dr. Scott Harris, provided the Company advance notice of his intention to retire from Altimmune as of February 28, 2026 (the “Separation Date”). On September 29, 2025, the Company announced that Christophe Arbet-Engels, MD, PhD joined the Company as Chief Medical Officer, effective October 1, 2025 and that Dr. Harris will remain with the Company as a Senior Strategic Advisor through the Separation Date.
On October 1, 2025, the Company and Dr. Harris entered into a Transitional Services and Release Agreement (the “Transition Agreement”). Pursuant to the Transition Agreement, Dr. Harris will step down from his role as the Company’s Chief Medical Officer, effective October 1, 2025 (the “Transition Date”, and the period of time between the Transition Date and the Separation Date, the “Transition Period”), and will continue as an employee of the Company in a transitional role as a Senior Strategic Advisor through the Separation Date.
During the Transition Period, Dr. Harris will, among other things, assist in transitioning his duties to the new Chief Medical Officer and provide such other transitional services as the Company reasonably requests. Pursuant to the Transition Agreement, Dr. Harris will (i) continue to receive his current salary and benefits during the Transition Period, (ii) be entitled to the continued vesting of all outstanding equity awards through the Separation Date; (iii) receive an extension of the time period during which he is eligible to exercise his vested stock options until the 12 month anniversary of the Separation Date; and (iv) remain eligible to receive a full cash bonus for fiscal year 2025, subject to bonus criteria achievement as determined by the Board and his full compliance with the Transition Agreement.
The payments and benefits described above are subject to Dr. Harris’ non-revocation of a general release of claims in favor of the Company and continued compliance with the terms of the Transition Agreement, including customary restrictive covenants.
The foregoing description of the Transition Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the Transition Agreement, a copy of which will be filed with the Company’s next Quarterly Report on Form 10-Q.
