Board shakeup at IN8bio (INAB) as Alan Roemer exits, Jeremy Graff named interim chair

Rhea-AI Filing Summary

IN8bio, Inc. reported that director Alan S. Roemer has notified the Board of his decision to resign from the Board and from the Audit and Compensation Committees, effective February 28, 2026. The company states that his resignation is not due to any disagreement with IN8bio, its management, the Board, or any Board committee on matters related to operations, policies, or practices.

The Board has appointed independent director Jeremy Graff as Interim Chair of the Board, effective the same date. This change reflects a governance and leadership transition at the Board level without any financial results or major transactions described in this report.

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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): February 26, 2026

IN8bio, Inc.

(Exact name of Registrant as Specified in Its Charter)

Delaware		001-39692		82-5462585
(State or Other Jurisdiction of Incorporation)		(Commission File Number)		(IRS Employer Identification No.)
350 5th Avenue, Suite 5330
New York, New York				10118
(Address of Principal Executive Offices)				(Zip Code)

Registrant’s Telephone Number, Including Area Code: (646) 600-6438

Not Applicable

(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		INAB		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.

On February 26, 2026, Alan S. Roemer notified the Board of Directors (the “Board”) of IN8bio, Inc. (the “Company”) of his decision to resign as a director of the Board and as a member of the Audit and Compensation Committees of the Board, effective as of February 28, 2026. Mr. Roemer’s decision was not the result of any disagreement between Mr. Roemer and the Company, its management, the Board or any committees thereof on any matter relating to the Company’s operations, policies or practices. The Board has appointed Jeremy Graff, an independent director, as Interim Chair of the Board, effective as of February 28, 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.

				IN8bio, Inc.
Date: February 27, 2026				By:		/s/ William Ho
						William Ho
						Chief Executive Officer

FAQ

What board change did IN8bio (INAB) announce on February 26, 2026?

IN8bio announced that director Alan S. Roemer decided to resign from the Board and from the Audit and Compensation Committees, effective February 28, 2026. The company describes this as a governance change without accompanying financial results or major corporate transactions.

Why did IN8bio director Alan S. Roemer resign from the Board?

IN8bio states that Alan S. Roemer’s decision to resign was not the result of any disagreement with the company, its management, the Board, or any Board committee. The filing does not attribute his departure to issues with operations, policies, or practices.

When will Alan S. Roemer’s resignation from IN8bio’s Board be effective?

Alan S. Roemer’s resignation from the IN8bio Board and its Audit and Compensation Committees becomes effective on February 28, 2026. Until that date he remains in his roles, after which the board leadership transition described in the filing will take effect.

Who was appointed Interim Chair of the Board at IN8bio (INAB)?

IN8bio’s Board appointed independent director Jeremy Graff as Interim Chair of the Board, effective February 28, 2026. His appointment follows the announced resignation of Alan S. Roemer and reflects an internal leadership transition at the board level.

Did IN8bio report any disagreement related to Alan S. Roemer’s resignation?

No. The company expressly states that Mr. Roemer’s decision to resign did not result from any disagreement with IN8bio, its management, the Board, or its committees on matters involving operations, policies, or practices. The filing frames the move as a non-contentious transition.

Does this IN8bio 8-K include financial or earnings information?

This 8-K focuses on board and committee changes, specifically the resignation of Alan S. Roemer and the appointment of Jeremy Graff as Interim Chair. It does not present earnings data, detailed financial results, or major transactional information in the provided content.

Filing Exhibits & Attachments

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Other Documents

• EX-101 XBRL TAXONOMY EXTENSION SCHEMA 2.8 KB
• EX-101 XBRL TAXONOMY EXTENSION LABEL LINKBASE 18.3 KB
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