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Genenta Science (NASDAQ: GNTA) revises CEO severance package and non-compete

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
6-K

Rhea-AI Filing Summary

Genenta Science S.p.A. filed a Form 6-K describing new arrangements with its Chief Executive Officer and General Manager, Pierluigi Paracchi. The company entered into a Parachute Agreement that provides a lump-sum severance payment equal to twelve months of his last gross remuneration under certain qualifying termination events.

In addition, he would receive an amount equal to his target annual bonus opportunity, up to 40% of his annual gross remuneration. Genenta also amended the non-compete covenant in his employment agreement, narrowing the definition of competitive activities to specified areas within the pharmaceutical, biotechnology, molecular and cellular medicine, genetics, and diagnostics sectors.

Positive

  • None.

Negative

  • None.
Severance base period 12 months gross remuneration Lump-sum severance upon certain qualifying termination events
Target bonus cap 40% of annual gross remuneration Additional severance amount equal to target annual bonus opportunity
Form type Form 6-K Report of foreign private issuer for June 2026
Parachute Agreement financial
"entered into a Parachute Agreement with Pierluigi Paracchi (the “Severance Agreement”)"
non-compete covenant financial
"entered into an amendment to the non-compete covenant set out in Clause 11"
forward-looking statements regulatory
"This Current Report on Form 6-K (this “Report”) contains forward-looking statements"
Forward-looking statements are predictions or plans that companies share about what they expect to happen in the future, like estimating sales or profits. They matter because they help investors understand a company's outlook, but since they are based on guesses and assumptions, they can sometimes be wrong.
foreign private issuer regulatory
"REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16"
A foreign private issuer is a company organized outside the United States that meets tests showing it is primarily foreign-controlled and therefore qualifies for a different set of U.S. reporting rules. For investors, that means the company files less frequent or differently formatted disclosures with U.S. regulators and may follow home-country accounting and governance practices, so buying its stock is like dining at a well-reviewed restaurant that follows its home kitchen’s rules instead of the local menu — you get access but should check what standards apply.

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FAQ

What executive agreement did Genenta Science (GNTA) put in place on June 19, 2026?
Genenta Science entered into a Parachute Agreement with CEO Pierluigi Paracchi. This agreement defines severance benefits he may receive upon certain qualifying termination events, aligning his protections with Italian law and his existing employment contract terms.

How is the Genenta Science (GNTA) CEO severance payment calculated?
The CEO’s severance payment equals a lump sum of twelve months of his last gross remuneration. He may also receive an additional amount equal to his target annual bonus opportunity, capped at 40% of his annual gross remuneration under his employment agreement.

What change did Genenta Science (GNTA) make to the CEO non-compete covenant?
Genenta Science amended Clause 11 of the CEO’s employment agreement non-compete covenant. The amendment narrows and clarifies which activities are considered competitive, focusing on defined pharmaceutical, biotechnology, molecular and cellular medicine, genetics, and diagnostics sector activities.

Does the Genenta Science (GNTA) filing include the full Severance Agreement text?
The filing summarizes the Severance Agreement and states it is not complete. The full Parachute Agreement is provided as Exhibit 10.1, and the non-compete amendment as Exhibit 10.2, both incorporated by reference into the Form 6-K.

Are forward-looking statements included in this Genenta Science (GNTA) Form 6-K?
Yes, the report contains forward-looking statements subject to risks and uncertainties. These statements are based on current expectations and assumptions, and actual results may differ materially from what is expressed or implied in the described agreements.

 

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

 

 

FORM 6-K

 

REPORT OF FOREIGN PRIVATE ISSUER

PURSUANT TO RULE 13a-16 OR 15d-16 UNDER

THE SECURITIES EXCHANGE ACT OF 1934

 

For the month of June 2026

 

Commission File Number: 001-41115

 

GENENTA SCIENCE S.P.A.

(Translation of registrant’s name into English)

 

Via dell’Annunciata 31

20121 Milan, Italy

(Address of Principal Executive Offices)

 

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

 

Form 20-F ☒ Form 40-F ☐

 

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ☐

 

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ☐

 

This report on Form 6-K, including Exhibits 10.1 and 10.2, is incorporated by reference into the registrant’s registration statement on Form S-8 (File No. 333-278392).

 

 

 

 

 

 

Other Events

 

Severance Agreement

 

On June 19, 2026, Genenta Science S.p.A. (the “Company”) entered into a Parachute Agreement with Pierluigi Paracchi (the “Severance Agreement”), the Company’s Chief Executive Officer and General Manager, in connection with his existing employment agreement with the Company.

 

Pursuant to the Severance Agreement, upon the occurrence of certain qualifying termination events, as set forth therein, Mr. Paracchi will be entitled to receive a lump-sum severance payment equal to twelve months of his last gross remuneration calculated pursuant to applicable Italian law, plus an amount equal to his target annual bonus opportunity under his employment agreement, up to 40% of his annual gross remuneration

 

Amendment to Non-Compete Covenant

 

On June 19, 2026, the Company also entered into an amendment to the non-compete covenant set out in Clause 11 of Mr. Paracchi’s employment agreement. The amendment clarifies and narrows the scope of activities deemed competitive for purposes of the non-compete covenant by limiting such scope to certain activities in the pharmaceutical, biotechnology, molecular and cellular medicine, genetics, and diagnostics sectors, as set forth therein.

 

Forward-Looking Statements

 

This Current Report on Form 6-K (this “Report”) contains forward-looking statements within the meaning of applicable securities laws. These statements are based on current expectations and assumptions and are subject to risks and uncertainties that could cause actual results to differ materially from those expressed or implied by such statements.

 

The foregoing descriptions of the Severance Agreement and the amendment to the non-compete covenant do not purport to be complete and are qualified in their entirety by reference to the full text of such agreements, copies of which are filed as Exhibit 10.1 and 10.2, respectively, to this Report and are incorporated by reference herein.

 

 

 

 

SUBMITTED HEREWITH

 

Attached to this Report for the month of June 2026, and incorporated by reference herein, is:

 

Exhibits.

 

Exhibit No.   Description
10.1   Parachute Agreement dated June 19, 2026, between Genenta Science S.p.A. and Pierluigi Paracchi.
     
10.2   Amendment to Non-Compete Covenant dated June 19, 2026, between Genenta Science S.p.A. and Pierluigi Paracchi.

 

 

 

 

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.

 

  GENENTA SCIENCE S.P.A.
     
  By: /s/ Pierluigi Paracchi
  Name:  Pierluigi Paracchi
  Title: Chief Executive Officer

 

Dated: June 24, 2026

 

 

 

 

Source: View Original Filing on SEC EDGAR

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