Are there related-party transactions involving Erik Lundgren that required disclosure?

Other than his employment agreement and compensation as Chief Executive Officer, the filing notes no transactions involving Erik Lundgren requiring disclosure under Item 404(a) of Regulation S-K. This indicates no additional related-party dealings were identified for this event.

Immunic (IMUX) CEO Erik Lundgren appointed to Board as Tamar Howson retires

Filing Impact

(Moderate)

Filing Sentiment

(Neutral)

Form Type

8-K

Rhea-AI Filing Summary

Immunic, Inc. reported a board change linked to retirement plans. On June 29, 2026, director Tamar Howson resigned from the Board and its Compensation Committee as she transitions into retirement. The company states her resignation did not result from any disagreement over operations, policies, or practices.

Following a recommendation from the Nominating and Corporate Governance Committee, the Board appointed Chief Executive Officer Erik Lundgren as a Class II director, effective July 5, 2026. He will serve until the 2028 annual meeting of stockholders. Lundgren will receive no additional compensation for board service, has not joined any board committee, and aside from his existing employment agreement and CEO compensation, the filing notes no related-party transactions requiring disclosure.

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 Terms

Class II director, Nominating and Corporate Governance Committee, Compensation Committee, Item 404(a) of Regulation S-K, +1 more

5 terms

Class II director financial

"the Board appointed Erik Lundgren, the Company’s Chief Executive Officer, to serve as a Class II director of the Board until the 2028 annual meeting"

A class II director is a member of a company’s board who belongs to one of several staggered groups of directors, each group standing for election in different years. For investors, this matters because staggered terms slow wholesale board turnover—like rotating members of a neighborhood committee—making sudden changes in control or strategy harder and affecting how quickly shareholders can influence corporate direction.

Nominating and Corporate Governance Committee financial

"on July 5, 2026, following the recommendation of the Nominating and Corporate Governance Committee of the Board, the Board appointed Erik Lundgren"

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.

Compensation Committee financial

"Tamar Howson resigned as a member of the Compensation Committee of the Board of Directors"

A compensation committee is a group within a company's leadership responsible for setting and reviewing how much top executives and employees are paid, including salaries, bonuses, and benefits. It matters to investors because fair and effective pay decisions can influence a company's performance, leadership motivation, and overall governance, helping ensure that the company’s management is aligned with shareholders’ interests.

Item 404(a) of Regulation S-K regulatory

"there are no transactions involving Mr. Lundgren that would require disclosure under Item 404(a) of Regulation S-K"

Item 5.02 regulatory

"Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers"

See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google

Add on Google

Understanding 8-K Material Events →

Available on EDGAR 07/06/2026 - 04:22 PM Accepted by SEC EDGAR 07/06/2026 - 04:22 PM

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): June 29, 2026

IMMUNIC, INC.

(Exact name of registrant as specified in its charter)

Delaware	001-36201	56-2358443
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

1200 Avenue of the Americas, Suite 200

New York, NY 10036

USA

(Address of principal executive offices)

Registrant’s telephone number, including area code: (332) 255-9818

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 exchange on which registered
Common Stock, par value $0.0001	IMUX	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 (§ 240.12b2 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. Yes ☐ No ☐

Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On June 29, 2026, Tamar Howson resigned as a member of the Compensation Committee of the Board of Directors (the “Board”) of Immunic, Inc., a Delaware corporation (the “Company”), and as a member of the Board, as Ms. Howson transitions into retirement. Ms. Howson’s resignation was not the result of any disagreement with the Company on any matter relating to the Company’s operations, policies, or practices. The Board and the Company are deeply grateful for Ms. Howson’s service, dedication, and contributions to the Company.

In connection with Ms. Howson’s resignation, on July 5, 2026, following the recommendation of the Nominating and Corporate Governance Committee of the Board, the Board appointed Erik Lundgren, the Company’s Chief Executive Officer, to serve as a Class II director of the Board until the 2028 annual meeting of stockholders and until his successor is duly elected and qualified, or until his earlier death, resignation or removal.

There are no arrangements or understandings between Mr. Lundgren and any other person pursuant to which Mr. Lundgren was appointed as a director. Mr. Lundgren has not been appointed to serve on any committee of the Board. Mr. Lundgren will not receive any additional compensation for his service as a director. Mr. Lundgren is party to an employment agreement with the Company, which was previously disclosed by the Company in its Current Report on Form 8-K filed with the Securities and Exchange Commission on May 27, 2026. Other than such employment agreement and compensation arrangements in connection with his service as the Company’s Chief Executive Officer, there are no transactions involving Mr. Lundgren that would require disclosure under Item 404(a) of Regulation S-K.

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.

Dated: July 6, 2026	Immunic, Inc.

	By:	/s/ Erik Lundgren
		Erik Lundgren
		Chief Executive Officer

Source: View Original Filing on SEC EDGAR

FAQ

What board change did Immunic (IMUX) disclose in this Form 8-K?

Immunic disclosed that director Tamar Howson resigned from the Board and its Compensation Committee as she transitions into retirement. The Board then appointed CEO Erik Lundgren as a Class II director to fill the vacancy and serve until the 2028 annual meeting.

Did Tamar Howson resign from Immunic (IMUX) due to any disagreement?

No. The filing states that Tamar Howson’s resignation from the Board and Compensation Committee was not the result of any disagreement with Immunic on operations, policies, or practices. The Board expressed gratitude for her service, dedication, and contributions to the company over her tenure.

What role will Immunic CEO Erik Lundgren hold on the Board?

Erik Lundgren, Immunic’s Chief Executive Officer, has been appointed as a Class II director on the Board. He will serve in this role until the 2028 annual meeting of stockholders and will continue as CEO under his existing employment agreement with the company.

Will Immunic CEO Erik Lundgren receive extra pay as a director?

The filing specifies that Erik Lundgren will not receive any additional compensation for serving as a director. His compensation continues to be governed by his existing employment agreement and arrangements related to his role as Chief Executive Officer of Immunic.

Is Erik Lundgren joining any Immunic (IMUX) board committees?

No. The Form 8-K states that Erik Lundgren has not been appointed to serve on any committee of the Board. His new role is as a Class II director only, alongside his ongoing responsibilities as Chief Executive Officer of Immunic.

Filing Exhibits & Attachments

3 documents