Imunon updates executive stock-based salary program

Q: How much of her salary can Imunon (IMNN) CEO Stacy Lindborg take in stock?

Stacy Lindborg may elect to receive up to 50% of base salary in Imunon common stock. She also receives extra shares equal to amended percentages of each net stock payment through September 25, 2026.

Q: What are the stock terms for Executive Chairman Michael Tardugno at Imunon (IMNN)?

Michael Tardugno may elect up to 100% of base salary in stock. He receives additional shares equal to 20–40% of each net stock payment, depending on specific pay dates through September 25, 2026.

Q: How is Chief Medical Officer Douglas Faller compensated in stock at Imunon (IMNN)?

Douglas Faller may receive up to 40% of base salary in common stock. He also receives additional shares equal to 12%, amended to 15%, of each net stock payment from July 31, 2026 to September 25, 2026.

Q: Under what exemptions or plans will Imunon (IMNN) issue these executive shares?

Shares for Stacy Lindborg and Michael Tardugno are deemed exempt under Section 4(a)(2) as non-public offerings. Shares for Douglas Faller will be issued under the Imunon, Inc. 2018 Stock Incentive Plan.

Imunon, Inc. approved new stock-based compensation elections for senior executives, allowing part of their base salaries to be paid in common stock instead of cash.

Filing Impact

(Moderate)

Filing Sentiment

(Neutral)How Sentiment works

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Form Type

8-K

Rhea-AI Filing Summary

Imunon, Inc. approved new stock-based compensation elections for senior executives, allowing part of their base salaries to be paid in common stock instead of cash. The President and Chief Executive Officer, Stacy Lindborg, may receive up to 50% of base salary in shares, with additional shares equal to 12% of the aggregate dollar amount of the net stock payment, amended to 35% for shares issuable on August 14 and to 17.5% for shares issuable on each pay date from August 28, 2026 through September 25, 2026. Executive Chairman Michael Tardugno may elect up to 100% of base salary in shares, with additional shares equal to 20% for July 31 issuances, 40% for August 14, and 20% for each pay date from August 28, 2026 through September 25, 2026. Chief Medical Officer Douglas Faller may elect up to 40% of base salary in shares, with additional shares equal to 12% of the net stock payment, amended to 15% for each pay date from July 31, 2026 through September 25, 2026. Shares for Dr. Lindborg and Mr. Tardugno are treated as private offerings under Section 4(a)(2) of the Securities Act, while shares for Dr. Faller will be issued under the Imunon, Inc. 2018 Stock Incentive Plan.

Filing Explained

Because the approved programs permit salary to be paid in shares, an election could increase Imunon’s common-share count and reduce existing holders’ percentage ownership; the filing describes the shares as issuable, not issued.

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.

Key Figures

CEO stock salary limit: Up to 50% of base salary Executive Chairman stock salary limit: Up to 100% of base salary CMO stock salary limit: Up to 40% of base salary +3 more

6 metrics

CEO stock salary limit Up to 50% of base salary Maximum portion of base salary that Stacy Lindborg may elect to receive in common stock

Executive Chairman stock salary limit Up to 100% of base salary Maximum portion of base salary that Michael Tardugno may elect to receive in common stock

CMO stock salary limit Up to 40% of base salary Maximum portion of base salary that Douglas Faller may elect to receive in common stock

Additional shares for CEO initial rate 12% of aggregate dollar amount of the net stock payment Base percentage for additional shares before amendments for certain August and later pay dates

Additional shares for CEO on August 14 35% of aggregate dollar amount of the net stock payment Amended rate for shares issuable on August 14, 2026

Additional shares for CMO after amendment 15% of aggregate dollar amount of the net stock payment Amended rate for shares issuable on each pay date from July 31, 2026 to September 25, 2026

Key Terms

Section 4(a)(2) of the Securities Act of 1933, Imunon, Inc. 2018 Stock Incentive Plan, emerging growth company, compensatory programs

4 terms

Section 4(a)(2) of the Securities Act of 1933 regulatory

"deemed to be exempt from registration pursuant to Section 4(a)(2) of the Securities Act of 1933"

Imunon, Inc. 2018 Stock Incentive Plan financial

"will be issued pursuant to the Imunon, Inc. 2018 Stock Incentive Plan, as amended and restated"

emerging growth company regulatory

"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.

compensatory programs financial

"approved compensatory programs for certain executive officers"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What executive stock salary program did Imunon (IMNN) approve?

Imunon approved a program letting key executives take part of base salary in common stock. They also receive additional shares as a percentage of each net stock payment over specified pay dates.

How much of her salary can Imunon (IMNN) CEO Stacy Lindborg take in stock?

Stacy Lindborg may elect to receive up to 50% of base salary in Imunon common stock. She also receives extra shares equal to amended percentages of each net stock payment through September 25, 2026.

What are the stock terms for Executive Chairman Michael Tardugno at Imunon (IMNN)?

Michael Tardugno may elect up to 100% of base salary in stock. He receives additional shares equal to 20–40% of each net stock payment, depending on specific pay dates through September 25, 2026.

How is Chief Medical Officer Douglas Faller compensated in stock at Imunon (IMNN)?

Douglas Faller may receive up to 40% of base salary in common stock. He also receives additional shares equal to 12%, amended to 15%, of each net stock payment from July 31, 2026 to September 25, 2026.

Under what exemptions or plans will Imunon (IMNN) issue these executive shares?

Shares for Stacy Lindborg and Michael Tardugno are deemed exempt under Section 4(a)(2) as non-public offerings. Shares for Douglas Faller will be issued under the Imunon, Inc. 2018 Stock Incentive Plan.

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

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Available on EDGAR 08/11/2026 - 05:00 PM Accepted by SEC EDGAR 08/11/2026 - 05:00 PM

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 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 11, 2026

Imunon, Inc.

(Exact name of registrant as specified in its Charter)

Delaware

001-15911

52-1256615

(State or other jurisdiction

of incorporation)

(Commission

File Number)

(IRS Employer

Identification No.)

997 Lenox Drive, Suite 100, Lawrenceville, NJ		08648-2311
(Address of principal executive offices)		(Zip Code)

(609) 896-9100

(Registrant’s telephone number, including area code)

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 (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 $0.01 per share		IMNN		Nasdaq Capital Market

Indicate by check mark whether the registrant is an emerging growth company as defined in 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.

The Compensation Committee and the Board of Directors of Imunon, Inc. (the “Company”), as applicable, approved compensatory programs for certain executive officers, pursuant to which such executive officers may elect to receive a percentage of their base salary in the form of shares of common stock and will receive additional shares of common stock in connection with such election.

Name and Title	Percentage of Base Salary that May be Paid in Shares	Additional Shares Issuable
Stacy Lindborg, President and Chief Executive Officer	Up to 50%	12% of the aggregate dollar amount of the net stock payment, as amended to 35% for shares issuable on August 14 and 17.5% for the shares issuable on each pay date beginning on August 28, 2026 and ending on September 25, 2026
Michael Tardugno, Executive Chairman	Up to 100%	20% of the aggregate dollar amount of the net stock payment on July 31, 40% for shares issuable on August 14 and 20% for the shares issuable on each pay date beginning on August 28, 2026 and ending on September 25, 2026
Douglas Faller, Chief Medical Officer	Up to 40%	12% of the aggregate dollar amount of the net stock payment, as amended to 15% for shares issuable on each pay date beginning on July 31, 2026 and ending on September 25, 2026

The shares issuable to Dr. Lindborg and Mr. Tardugno were deemed to be exempt from registration pursuant to Section 4(a)(2) of the Securities Act of 1933, as amended, as transactions by the Company not involving a public offering. The shares issuable to Dr. Faller will be issued pursuant to the Imunon, Inc. 2018 Stock Incentive Plan, as amended and restated.

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.

	IMUNON INC.

Dated: August 11, 2026	By:	/s/ Susan Eylward
		Susan Eylward
		General Counsel and Corporate Secretary

Source: View Original Filing on SEC EDGAR

Filing Exhibits & Attachments

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