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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
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Date of Report (Date of earliest event reported): May 13, 2026 |
CORBUS PHARMACEUTICALS HOLDINGS, INC.
(Exact name of Registrant as Specified in Its Charter)
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Delaware |
001-37348 |
46-4348039 |
(State or Other Jurisdiction
of Incorporation) |
(Commission File Number) |
(IRS Employer
Identification No.) |
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500 River Ridge Drive |
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Norwood, Massachusetts |
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02062 |
(Address of Principal Executive Offices) |
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(Zip Code) |
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Registrant’s Telephone Number, Including Area Code: (617) 963-0100 |
(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:
☐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:
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Title of each class
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Trading
Symbol(s) |
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Name of each exchange on which registered
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Common Stock, par value $0.0001 per share |
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CRBP |
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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.
Director Appointment
On May 13, 2026, the board of directors (the “Board”) of Corbus Pharmaceuticals Holdings, Inc. (the “Company”), upon the recommendation of the Nominating and Corporate Governance Committee of the Board, appointed Brent Pfeiffenberger, age 48, to serve as a member of the Board, thereby expanding the Board to seven members. Dr. Pfeiffenberger will hold this position until the next annual meeting of the Company’s stockholders or until his successor is elected and qualified, subject to his earlier resignation or removal. The Board has determined that Dr. Pfeiffenberger is independent within the meaning of the Nasdaq Listing Rules and Rule 10A-3 under the Securities Exchange Act of 1934, as amended.
Dr. Pfeiffenberger has been the President and Chief Executive Officer and a member of the board of directors of Century Therapeutics, Inc. (NASDAQ: IPSC) since December 2023, and was appointed chairman of the board of directors in August 2025. Dr. Pfeiffenberger previously served as Chief Operating Officer of Neogene Therapeutics Inc., a clinical-stage biotechnology company, from May 2021 until December 2023. Prior to this, Dr. Pfeiffenberger held various positions at Bristol-Myers Squibb Company, or Bristol-Myers, a global biopharmaceutical company, including Senior Vice President and Head of U.S. Oncology from October 2019 until May 2021; Co-Lead of Worldwide Commercial Oncology from July 2018 until October 2019; General Manager for Australia and New Zealand from March 2016 until June 2018; and several additional leadership and managerial positions within Bristol-Myers prior to this. Dr. Pfeiffenberger received an M.B.A. from The Wharton School at the University of Pennsylvania and a Pharm.D. from Duquesne University.
Dr. Pfeiffenberger will participate in the Company’s standard non-employee director compensation plan, including an annual cash retainer fee of $40,000 for board members (pro-rated for the current year), and an annual grant of equity awards. In addition, the Board expects to grant Dr. Pfeiffenberger an initial equity award in connection with his appointment; however, the terms and amount of such award have not yet been determined by the Board as of the date of this filing. The Company will disclose the material terms of any such equity award on a Current Report on Form 8-K or an amendment to this Current Report following the Board’s determination.
There are no transactions between Dr. Pfeiffenberger and the Company that would be reportable under Item 404(a) of Regulation S-K.
Concurrently with the appointment, the Company entered into an indemnification agreement with Dr. Pfeiffenberger (the “Indemnification Agreement”), in the form previously filed as Exhibit 10.15 to Amendment No. 1 to the Company’s Registration Statement on Form S-1 (filed September 30, 2014). The Indemnification Agreement obligates the Company, to the fullest extent permitted by applicable law, to indemnify Dr. Pfeiffenberger for expenses (including attorneys’ fees), judgments, penalties, fines and settlement amounts incurred in any action or proceeding arising out of his service as a director, and to advance such expenses subject to repayment if indemnification is ultimately determined to be unavailable. The Indemnification Agreement also preserves the Company’s right to assume the defense of claims and does not limit any other indemnification rights available under applicable law, the Company’s organizational documents, or otherwise.
The foregoing is a summary of the material terms of the Indemnification Agreement and does not purport to be complete.
Amendment to 2024 Equity Compensation Plan
On May 13, 2026, the Company held its annual meeting of stockholders (the “Annual Meeting”). At the Annual Meeting, the stockholders of the Company approved the amendment to the Company’s 2024 Equity Compensation Plan (the “2024 Plan Amendment”) to increase the number of shares of common stock authorized for issuance thereunder by 3,000,000 shares to 5,000,000. The Board had previously approved the 2024 Plan Amendment on March 20, 2026, subject to stockholder approval, and the 2024 Plan Amendment became effective upon such stockholder approval.
The 2024 Plan Amendment was summarized in the Company's definitive proxy statement on Schedule 14A filed with the Securities and Exchange Commission on April 2, 2026 (as supplemented, the “Proxy Statement”) under the heading “Proposal 2: Approval of an Amendment to the Corbus Pharmaceuticals Holdings, Inc. 2024 Equity Compensation Plan to Increase the Number of Shares of Common Stock Authorized For Issuance Thereunder by 3,000,000 Shares to 5,000,000 Shares” and reflected in Annex B to the Proxy Statement, which description is incorporated herein by reference.
The foregoing description of the 2024 Plan Amendment is not complete and is qualified in its entirety by reference to the full text of the 2024 Plan Amendment, a copy of which is attached hereto as Exhibit 10.1 and incorporated herein by reference.
Item 5.07 Submission of Matters to a Vote of Security Holders.
On May 13, 2026, the Company held its annual meeting of stockholders (the “Annual Meeting”). The matters voted on at the Annual Meeting were: (1) the election of directors, (2) the approval of the 2024 Plan Amendment, (3) the ratification of the appointment of EisnerAmper LLP as the Company’s independent registered public accounting firm for the Company’s fiscal year ending December 31, 2026, (4) the approval, on an advisory basis, of the executive compensation of the Company’s named executive officers, and (5) the approval, on an advisory basis, of how often the Company will conduct an advisory vote on executive compensation. The final voting results were as follows:
1. The election of each of Yuval Cohen, Rachelle Jacques, John Jenkins, Anne Altmeyer, Yong Ben, and Winston Kung as directors to hold office for a term of one year, until his or her successor is duly elected and qualified or he or she is otherwise unable to complete his or her term.
The votes were cast for this matter as follows:
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Nominees |
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Votes For |
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Votes Withheld |
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Broker Non-Votes |
Yuval Cohen |
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9,986,956 |
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87,114 |
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4,060,300 |
Rachelle Jacques |
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9,647,139 |
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426,931 |
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4,060,300 |
John Jenkins |
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9,636,703 |
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437,367 |
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4,060,300 |
Anne Altmeyer |
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9,621,769 |
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452,301 |
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4,060,300 |
Yong Ben |
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9,988,459 |
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85,611 |
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4,060,300 |
Winston Kung |
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9,979,901 |
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94,169 |
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4,060,300 |
2. The proposal to approve the 2024 Plan Amendment, was approved based on the following votes:
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Votes For |
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Votes Against |
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Abstentions |
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Broker Non-Votes |
5,950,038 |
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4,099,773 |
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24,259 |
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4,060,300 |
3. The proposal to ratify the appointment of EisnerAmper LLP as the Company’s independent registered public accounting firm for the Company’s fiscal year ending December 31, 2026, was approved based upon the following votes:
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Votes For |
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Votes Against |
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Abstentions |
14,102,264 |
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14,731 |
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17,375 |
4. The proposal to vote, on an advisory basis, on the compensation of the Company’s named executive officers as described in the Company’s definitive proxy statement was approved based upon the following votes:
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Votes For |
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Votes Against |
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Abstentions |
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Broker Non-Votes |
9,325,932 |
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721,442 |
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26,696 |
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4,060,300 |
5. The votes were cast as follows with respect to the proposal to vote, on an advisory basis, on whether an advisory vote on executive compensation should occur every year, two years or three years. In accordance with the votes, an advisory vote to approve executive compensation will occur every year until the next required vote on the frequency of future advisory votes to approve executive compensation, or until the Company otherwise determines that a different frequency for such advisory votes is in the best interest of the Company:
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Every Year |
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Every Two Years |
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Every Three Years |
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Abstentions |
9,712,048 |
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151,354 |
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198,373 |
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12,295 |
Item 7.01 Regulation FD Disclosure.
On May 14, 2026, the Company issued a press release announcing the appointment of Dr. Pfeiffenberger to its Board. A copy of the press release is furnished as Exhibit 99.1 hereto and shall not be deemed “filed” for the purposes of Section 18 of the Exchange Act, or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Exchange Act or the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such a filing.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits:
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Exhibit No. |
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Description |
10.1 |
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Amendment to the Corbus Pharmaceuticals Holdings, Inc. 2024 Equity Compensation Plan. |
99.1 |
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Press Release issued by Corbus Pharmaceuticals Holdings, Inc. dated May 14, 2026. |
104 |
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Cover Page Interactive Data File (embedded within the Inline XBRL document). |
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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Corbus Pharmaceuticals Holdings, Inc. |
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Date: |
May 14, 2026 |
By: |
/s/ Yuval Cohen |
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Name: Yuval Cohen
Title: Chief Executive Officer |
Exhibit 99.1
Corbus Pharmaceuticals Appoints Pharma Industry Veteran Brent Pfeiffenberger to Board of Directors
NORWOOD, Mass., May 14, 2026 (GLOBE NEWSWIRE) -- Corbus Pharmaceuticals Holdings, Inc. (NASDAQ: CRBP), a clinical-stage company focused on developing promising new therapies in oncology and obesity, today announced the appointment of Brent Pfeiffenberger, PharmD, MBA, to the Company’s Board of Directors.
“Brent is an accomplished pharma industry leader with deep expertise across research, development, and commercialization of life-saving drugs,” said Rachelle Jacques, Chair of the Corbus Board of Directors. “His proven record of delivering value-generating commercial successes and steering notable corporate evolutions adds distinctive perspective to the Corbus Board. We look forward to Brent’s contributions as we work to advance our CRB-701 and CRB-913 clinical programs.”
Dr. Pfeiffenberger is currently President and Chief Executive Officer of Century Therapeutics (NASDAQ: IPSC) and the Chair of its Board of Directors. Prior to joining Century, Dr. Pfeiffenberger served as Chief Operating Officer of Neogene Therapeutics. He played a central role in driving Neogene’s evolution from a preclinical company to a global, clinical-stage organization with multiple assets, ultimately culminating in its acquisition by AstraZeneca in 2023. Prior to Neogene, Dr. Pfeiffenberger spent nearly two decades in leadership roles of increasing responsibility at Bristol Myers Squibb, most recently as Senior Vice President, Head of U.S. Oncology, where he oversaw business operations for the multi-billion-dollar franchise. Earlier, he held several critical global leadership positions at Bristol Myers Squibb, building, leading, and expanding commercial and business operations, including serving as Co-Lead, Head of Worldwide Commercial Oncology. In this role, he led strategy and execution for a large-scale oncology portfolio, working in close partnership with Research and Development to shape global development strategies. Dr. Pfeiffenberger received his PharmD from Duquesne University and his MBA from the Wharton School of Business at the University of Pennsylvania.
“I’m impressed with the clinical opportunities presented by CRB-701 in oncology and CRB-913 in obesity, and the Corbus team’s strategic cultivation of these assets’ markedly differentiated profiles,” said Dr. Pfeiffenberger. “With important data readouts for both programs expected this summer, as well as the anticipated initiation of a registrational study for CRB-701, it’s a particularly exciting time to join Corbus’s board,” said Dr. Pfeiffenberger. “I look forward to working with the management team and my fellow Board colleagues as Corbus advances toward critical near- and longer-term milestones.”
Updated clinical data from Corbus’s Phase 1/2 study of CRB-701, a next generation Nectin-4 ADC, in both head and neck squamous cell carcinoma (HNSCC) and cervical cancer will be presented at the upcoming 2026 American Society of Clinical Oncology (ASCO) Annual Meeting, to be held May 29 – June 2 in Chicago, IL. Corbus recently announced broad alignment with the
FDA on the registration path for CRB-701 in HNSCC and expects to initiate a registrational study for CRB-701 in second-line HNSCC this summer. The Company’s CANYON-1 Phase 1b dose-ranging 16-week study (n=240) for CRB-913, a highly peripherally restricted oral CB1 inverse agonist, is on track to be completed in the summer of 2026.
About Corbus
Corbus Pharmaceuticals Holdings, Inc. is a clinical-stage company focused on developing promising new therapies in oncology and obesity and is committed to helping people defeat serious illness by bringing innovative scientific approaches to well-understood biological pathways. Corbus’ pipeline includes CRB-701, a next-generation antibody drug conjugate for the treatment of Nectin-4-expressing tumors, and CRB-913, an orally delivered highly peripherally restricted CB1 inverse agonist for the treatment of obesity. Corbus is headquartered in Norwood, Massachusetts. For more information on Corbus, visit corbuspharma.com. Connect with us on X, LinkedIn and Facebook.
Forward-Looking Statements
This press release contains certain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934 and Private Securities Litigation Reform Act of 1995, as amended, including those relating to the Company’s trial results, product development, clinical and regulatory timelines, including timing for completion of trials and presentation of data, anticipated regulatory interactions and outcomes,market opportunity, competitive position, possible or assumed future results of operations, business strategies, potential growth opportunities, sufficiency of cash runway and other statement that are predictive in nature. These forward-looking statements are based on current expectations, estimates, forecasts and projections about the industry and markets in which we operate and management’s current beliefs and assumptions.
These statements may be identified by the use of forward-looking expressions, including, but not limited to, “expect,” “anticipate,” “intend,” “plan,” “believe,” “estimate,” “potential,” “predict,” “project,” “should,” “would” and similar expressions and the negatives of those terms. These statements relate to future events or our financial performance and involve known and unknown risks, uncertainties, and other factors on our operations, clinical development plans and timelines, which may cause actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements. Such factors include those set forth in the Company’s filings with the Securities and Exchange Commission including those described in our Annual Report on Form 10-K for the year ended December 31, 2025. Prospective investors are cautioned not to place undue reliance on such forward-looking statements, which speak only as of the date of this press release. The Company undertakes no obligation to publicly update any forward-looking statement, whether as a result of new information, future events or otherwise, except as required by law.
All product names, logos, brands and company names are trademarks or registered trademarks of their respective owners. Their use does not imply affiliation or endorsement by these companies.
INVESTOR CONTACTS:
Sean Moran
Chief Financial Officer
Corbus Pharmaceuticals
smoran@corbuspharma.com
Dan Ferry
Managing Director
LifeSci Advisors, LLC
daniel@lifesciadvisors.com
MEDIA CONTACT:
Liz Melone
Founder & Principal
Melone Communications, LLC
liz@melonecomm.com
