STOCK TITAN

David Shapiro joins Design Therapeutics (DSGN) board with equity awards

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Design Therapeutics, Inc. reported that its Board appointed David Shapiro, M.D., as a Class III director effective March 31, 2026, with a term running until the 2027 annual meeting of stockholders. He will also serve on the Nominating and Corporate Governance Committee.

Under the company’s non-employee director compensation policy, Dr. Shapiro will receive an annual cash retainer of $40,000 for Board service and $5,000 for Nominating Committee service. He was granted an initial option to purchase 60,000 shares of common stock vesting monthly over three years and a prorated annual option for 7,500 shares vesting monthly over one year.

Positive

  • None.

Negative

  • None.
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.
Board cash retainer $40,000 per year Annual cash retainer for Board service under non-employee director policy
Committee cash retainer $5,000 per year Annual cash retainer for Nominating and Corporate Governance Committee
Initial option grant 60,000 shares Initial stock option to Dr. Shapiro, vesting monthly over three years
Prorated annual option 7,500 shares Prorated annual option grant vesting monthly over one year
Director term end 2027 annual meeting Term of Class III directorship for Dr. Shapiro
Emerging growth company regulatory
"405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 ... Emerging growth company"
An emerging growth company is a recently public or smaller public firm that qualifies for temporary, lighter regulatory and disclosure rules to reduce the cost and effort of being public. For investors, it means the company may provide less historical financial detail and face fewer reporting requirements than larger firms, so it can grow more quickly but also carries higher uncertainty—like buying a promising early-stage product with fewer user reviews.
Nominating and Corporate Governance Committee financial
"Dr. Shapiro was also appointed to the Nominating and Corporate Governance Committee of the Board"
A nominating and corporate governance committee is a group within a company's board of directors responsible for selecting and recommending individuals to serve as company leaders, such as directors or executives. They also develop and oversee policies to ensure the company is run fairly, ethically, and transparently. This committee matters to investors because it helps ensure the company is well-managed and guided by qualified, responsible leadership.
non-employee director compensation policy financial
"Pursuant to the Company’s current non-employee director compensation policy, (i) Dr. Shapiro is entitled to receive an annual cash retainer"
indemnification agreement regulatory
"The Company and Dr. Shapiro have also entered into the Company’s standard indemnification agreement for the Company’s directors and officers"
An indemnification agreement is a contract in which one party promises to cover losses, costs, or legal claims that another party might face, acting like a tailored safety net or private insurance policy. For investors, it matters because such agreements shift potential financial risk away from a company or its officers and onto the indemnifier, which can affect a company’s future liabilities, cash flow and how risky the investment appears during deal-making or litigation.
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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 31, 2026

 

 

Design Therapeutics, Inc.

(Exact name of registrant as specified in its charter)

 

 

Delaware

001-40288

82-3929248

(State or Other Jurisdiction
of Incorporation)

(Commission File Number)

(IRS Employer
Identification No.)

 

 

 

 

 

6005 Hidden Valley Road

Suite 110

 

Carlsbad, California

 

92011

(Address of Principal Executive Offices)

 

(Zip Code)

 

Registrant’s telephone number, including area code: (858) 293-4900

 

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:

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, $0.0001 par value per share

 

DSGN

 

Nasdaq Global Select 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.

 

On March 31, 2026, the Board appointed David Shapiro, M.D., to the Board as a Class III director, effective immediately, with a term ending at the Company’s 2027 annual meeting of stockholders. Dr. Shapiro was also appointed to the Nominating and Corporate Governance Committee of the Board (the “Nominating Committee”).

Pursuant to the Company’s current non-employee director compensation policy, (i) Dr. Shapiro is entitled to receive an annual cash retainer of (a) $40,000 for service on the Board and (b) $5,000 for service as a member of the Nominating Committee, and (ii) Dr. Shapiro received (a) an initial option grant to purchase 60,000 shares of our common stock, which vests monthly over a three-year period, and (b) a prorated annual option grant to purchase 7,500 shares of our common stock, which vests monthly over a one-year period.

The Company and Dr. Shapiro have also entered into the Company’s standard indemnification agreement for the Company’s directors and officers, a copy of which is filed as Exhibit 10.1 to the Company’s Annual Report on Form 10-K for the year ended December 31, 2025, filed with the SEC on March 9, 2026.


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 thereunto duly authorized.

 

 

 

Design Therapeutics, Inc.

 

 

 

 

Date:

April 1, 2026

By:

/s/ Pratik Shah, Ph.D.

 

 

 

Pratik Shah, Ph.D.
President, Chief Executive Officer and Chairperson

 


Filing Exhibits & Attachments

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