CapsoVision (NASDAQ: CV) CFO exit includes salary, bonus and options

Rhea-AI Filing Summary

CapsoVision, Inc. reported that Chief Financial Officer Kevin Lundquist stepped down from his role effective August 27, 2025. The company has started a search for a new CFO.

Under a separation agreement, Mr. Lundquist will receive six months of base salary, a prorated annual bonus of $33,333.33, accelerated vesting of options to acquire 86,806 shares of common stock (exercisable until September 1, 2028), and continued healthcare coverage under COBRA. He has also agreed to provide consulting and transition support for up to six months, through February 28, 2026, under a separate consulting agreement.

Insights

Corporate governance analyst

CFO exits with structured severance and short-term consulting role.

The company disclosed that its Chief Financial Officer, Kevin Lundquist, stepped down effective August 27, 2025. For smaller issuers, a CFO change can be significant because this role oversees financial reporting and capital planning, though here the company notes a planned search for a successor and does not cite any dispute or disagreement.

The separation terms include six months of base salary, a prorated bonus of $33,333.33, accelerated vesting of options to acquire 86,806 shares exercisable until September 1, 2028, and continued COBRA coverage. These elements indicate a negotiated transition rather than an abrupt break.

Mr. Lundquist will provide consulting and transition support for up to six months through February 28, 2026, which may help continuity in financial operations and reporting while the company recruits a new CFO. Subsequent periodic reports are likely to identify the successor and describe any further leadership changes.

8-K Event Classification

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

1 item

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.

Understanding 8-K Material Events →

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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): August 27, 2025

_________________________

CapsoVision, Inc.

(Exact name of registrant as specified in its charter)

_________________________

Delaware

001-42705

20-3369494

(State or other jurisdiction of incorporation)

(Commission File Number)

(IRS Employer Identification Number)

18805 Cox Avenue, Suite 250 Saratoga, California						95070
(Address of Principal Executive Offices)						(Zip Code)

Registrant’s telephone number, including area code: (408)-624-1488

n/a

(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:

o			Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o			Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o			Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o			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

Name of each exchange on which registered

common stock, $0.001 par value per share

CV

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.

Effective August 27, 2025, Kevin Lundquist has stepped down as Chief Financial Officer of CapsoVision, Inc. (the “Company”). The Company has begun the search to identify a successor.

The Company and Mr. Lundquist have entered into a separation agreement and release (the “Separation Agreement”). The Separation Agreement generally provides Mr. Lundquist with the following severance benefits: (i) six months of his base salary, less taxes and withholdings (payable monthly subject to his continued release and waiver of claims and his continued performance under the Separation Agreement and the Consulting Agreement (as defined below)); (ii) a prorated annual bonus for the current year, totaling $33,333.33 (payable within ten business days of the Effective Date of the Separation Agreement (as defined therein) subject to his continued release and waiver of claims and his continued performance under the Separation Agreement and the Consulting Agreement); (iii) the accelerated vesting of previously unvested options to acquire 86,806 shares of the Company’s common stock (which options will remain exercisable until September 1, 2028); and (iv) continued healthcare coverage under COBRA. The Company and Mr. Lundquist have mutually agreed that Mr. Lundquist will be available to provide consulting assistance and transition support to the Company for up to six months, until February 28, 2026. In connection therewith, the Company and Mr. Lundquist will enter into a Consulting Agreement to take effect immediately (the “Consulting Agreement”).

The foregoing descriptions of the Separation Agreement and the Consulting Agreement are qualified in their entirety by reference to the complete text of the Separation Agreement and the Consulting Agreement, which will be filed with the Company’s Quarterly Report on Form 10-Q for the three months ending September 30, 2025.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

			CAPSOVISION, INC.
Date: September 3, 2025			By:			/s/ Kang-Huai (Johnny) Wang
			Name:			Kang-Huai (Johnny) Wang
			Title			President and Chief Executive Officer

FAQ

What did CapsoVision (CV) announce about its CFO?

CapsoVision, Inc. announced that Chief Financial Officer Kevin Lundquist stepped down from his role effective August 27, 2025. The company has begun searching for a successor.

What severance benefits will the departing CapsoVision CFO receive?

Under a separation agreement, the former CFO will receive six months of base salary, a prorated annual bonus of $33,333.33, accelerated vesting of options to acquire 86,806 shares, and continued healthcare coverage under COBRA.

How long will the CapsoVision former CFO’s stock options be exercisable?

The accelerated stock options to acquire 86,806 shares of CapsoVision common stock will remain exercisable until September 1, 2028.

Will the former CapsoVision CFO continue working with the company?

Yes. CapsoVision and Mr. Lundquist agreed that he will provide consulting assistance and transition support for up to six months, until February 28, 2026, under a consulting agreement.

Where can investors find the full CapsoVision separation and consulting agreements?

The company stated that the full texts of the Separation Agreement and Consulting Agreement will be filed with its Quarterly Report on Form 10-Q for the three months ending September 30, 2025.

Does the CapsoVision 8-K mention any replacement for the CFO yet?

The company states that it has begun the search to identify a successor for the Chief Financial Officer role but does not yet name a replacement.