Cerus sets new pay terms for Executive Chairman role

Cerus Corporation updated the employment terms for William “Obi” Greenman following his transition from President, Chief Executive Officer and Chairman to Executive Chairman effective July 1, 2026.

Rhea-AI Filing Summary

Cerus Corporation updated the employment terms for William “Obi” Greenman following his transition from President, Chief Executive Officer and Chairman to Executive Chairman effective July 1, 2026. Under an amendment to his employment letter, he will serve as Executive Chairman through May 31, 2027, with an anticipated time commitment averaging about 60% of a full-time schedule, unless earlier terminated or extended by written agreement. For this role, he will receive an annual base salary of $500,000 and, for 2026, will be eligible for an annual cash bonus with a target opportunity equal to 80% of his total 2026 base salary. He will not be entitled to earn an annual cash bonus for any portion of 2027. If his change in role triggers a qualifying event under the Consolidated Omnibus Reconciliation Act, Cerus will pay or reimburse his COBRA health insurance premiums, subject to his continued compliance with the amended letter agreement and his timely COBRA election. All other terms of the original letter agreement remain unchanged.

Insights

Corporate governance analyst

Governance change formalizes Executive Chairman role with defined pay and timeline.

The company has formalized William Greenman’s move from CEO to Executive Chairman through May 31, 2027, with a reduced time commitment averaging 60% of full time. This clarifies his ongoing involvement while allowing management responsibilities to shift to other executives.

Compensation is set at an annual base salary of $500,000 plus, for 2026 only, a target annual cash bonus of 80% of base salary. No annual bonus is available for 2027, which may limit long-term incentive cost for this role. The amendment also provides COBRA premium payments if his role change affects group health eligibility, contingent on compliance and timely election.

8-K Event Classification

2 items: 5.02, 9.01

2 items

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers Governance

Key personnel changes including departures, elections, or appointments of directors and executive officers.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, or exhibit attachments filed with this report.

Key Figures

Executive Chairman term end date: May 31, 2027 Annual base salary: $500,000 2026 target bonus percentage: 80% +2 more

5 metrics

Executive Chairman term end date May 31, 2027 End of William Greenman’s Executive Chairman service period unless earlier terminated or extended

Annual base salary $500,000 Base salary for William Greenman’s service as Executive Chairman beginning July 1, 2026

2026 target bonus percentage 80% Target annual cash bonus opportunity as a percentage of total base salary earned in 2026

Expected time commitment 60% Anticipated average time commitment relative to a full-time schedule for the Executive Chairman role

Effective date of new role July 1, 2026 Date William Greenman began serving as Executive Chairman

Key Terms

Executive Chairman, annual cash bonus, Consolidated Omnibus Reconciliation Act, COBRA premiums, +1 more

5 terms

Executive Chairman financial

"will serve as Executive Chairman (in which position it is anticipated"

An executive chairman is the board leader who also takes an active role in running the company, combining oversight of the board with hands-on involvement in strategy and major decisions. For investors, this matters because it concentrates influence in one person—like a team captain who both sets the game plan and plays on the field—so their judgment can speed decisions but also increases governance and succession risk that can affect stock value.

annual cash bonus financial

"will be eligible to earn an annual cash bonus, with a target annual cash"

Consolidated Omnibus Reconciliation Act regulatory

"constitutes a qualifying event under the Consolidated Omnibus Reconciliation Act"

COBRA premiums regulatory

"the Company will pay for or reimburse his COBRA premiums"

Inline XBRL technical

"Cover Page Interactive Data File (embedded within the Inline XBRL document)"

Inline XBRL is a file format for financial filings that embeds machine-readable data tags directly inside the human-readable report, so the same document can be read by people and parsed by software. For investors it makes extracting, comparing and verifying financial numbers faster and more reliable—like a grocery list where each item also has a barcode—reducing manual errors and speeding up analysis.

FAQ

What change did Cerus Corporation (CERS) make to William Greenman’s role?

Cerus Corporation confirmed that William “Obi” Greenman ceased serving as President and CEO and began serving as Executive Chairman effective July 1, 2026. The amendment to his employment letter defines his responsibilities, compensation, and term in this new role through May 31, 2027.

What is William Greenman’s annual base salary as Executive Chairman at CERS?

As Executive Chairman, William Greenman will receive an annual base salary of $500,000. This compensation applies beginning July 1, 2026 and is tied to a role with an expected average time commitment of about 60% of a full-time schedule.

Is William Greenman eligible for a bonus under his new Executive Chairman agreement with CERS?

For 2026, William Greenman is eligible for an annual cash bonus with a target opportunity of 80% of his total 2026 base salary. The amendment specifies that he will not be entitled to earn an annual cash bonus for any portion of 2027.

How long will William Greenman serve as Executive Chairman of Cerus Corporation (CERS)?

William Greenman will serve as Executive Chairman from July 1, 2026 through May 31, 2027, unless he or Cerus ends the arrangement earlier or both parties extend it by written agreement, as outlined in the amended employment letter.

What health insurance support does Cerus provide to William Greenman under the amended agreement?

If William Greenman’s Executive Chairman role causes a qualifying event under COBRA or ends his eligibility for group health coverage, Cerus will pay or reimburse his COBRA premiums, subject to his compliance with the amended agreement and timely COBRA election.

Did Cerus Corporation (CERS) change other terms of William Greenman’s employment letter?

Apart from defining his Executive Chairman term, compensation, and COBRA premium support, all other terms of William Greenman’s original employment letter agreement, as previously amended, remain unchanged and continue to govern his relationship with Cerus.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 07/10/2026 - 04:36 PM Accepted by SEC EDGAR 07/10/2026 - 04:35 PM Learn about SEC filing dates

false000102021400010202142026-07-062026-07-06

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): July 6, 2026

Cerus Corporation

(Exact name of Registrant as Specified in Its Charter)

Delaware	000-21937	68-0262011
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)
1220 Concord Ave., Suite 600 Concord, California		94520
(Address of Principal Executive Offices)		(Zip Code)

Registrant’s Telephone Number, Including Area Code: (925) 288-6000

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 Symbol(s)		Name of each exchange on which registered
Common Stock, par value $0.001 per share		CERS		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.

As previously disclosed, William “Obi” Greenman, former President and Chief Executive Officer and Chairman of the Board of Directors (the “Board”) of Cerus Corporation (the “Company”), ceased serving as President and Chief Executive Officer and began serving as Executive Chairman of the Board effective July 1, 2026 (the “Effective Date”). On July 6, 2026, Mr. Greenman entered into an amendment (the “Amendment”), effective as of the Effective Date, to his existing Employment Letter Agreement, dated May 12, 2011, with the Company (as amended December 5, 2012 and April 17, 2018, the “Letter Agreement”) setting forth the initial terms of his service as Executive Chairman.

Pursuant to the Amendment, Mr. Greenman will serve as Executive Chairman (in which position it is anticipated that he will be able to perform his duties with a time commitment averaging about 60% of a full-time schedule) beginning on the Effective Date and ending on May 31, 2027, unless Mr. Greenman or the Company terminates his service earlier or Mr. Greenman and the Company extend his service by written agreement. For his service as Executive Chairman, Mr. Greenman will receive an annual base salary of $500,000 and, for 2026, will be eligible to earn an annual cash bonus, with a target annual cash bonus opportunity of 80% of his total base salary earned in 2026. Pursuant to the Amendment, Mr. Greenman will not be entitled to earn an annual cash bonus for any portion of 2027.

If Mr. Greenman’s Executive Chairman service constitutes a qualifying event under the Consolidated Omnibus Reconciliation Act (“COBRA”) or otherwise makes him no longer eligible to participate in the Company’s applicable group health coverage plans, the Amendment provides that, subject to Mr. Greenman’s continued compliance with the Letter Agreement, as amended by the Amendment, and his timely election to continue coverage under COBRA, the Company will pay for or reimburse his COBRA premiums.

Except as described herein, the terms of the Letter Agreement remain unchanged. A copy of the Amendment is filed as Exhibit 10.1 hereto and incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

10.1 Amendment, dated July 6, 2026, to Letter Agreement, dated May 12, 2011, between Cerus Corporation and William Greenman.

104 Cover Page Interactive Data File (embedded within the Inline XBRL document).

SIGNATURE

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.

Dated: July 10, 2026

CERUS CORPORATION

By: /s/ Chrystal N. Jensen

Chrystal N. Jensen

Chief Legal Officer, General Counsel and Secretary

Filing Exhibits & Attachments

2 documents

Agreements & Contracts

• EX-10.1 EX-10.1 19.8 KB

Other Documents

• EX-101 XBRL TAXONOMY EXTENSION SCHEMA WITH EMBEDDED LINKBASES DOCUMENT 25.6 KB