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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):
June
17, 2025
EXOZYMES
INC.
(Exact
name of registrant as specified in its charter)
| Nevada |
|
001-42204 |
|
83-4550057 |
(State
or other jurisdiction
of
incorporation) |
|
(Commission
File
Number) |
|
(I.R.S.
Employer
Identification
No.) |
750
Royal Oaks Drive, Suite 106
Monrovia,
CA 91016
(Address
of principal executive offices and zip code)
Registrant’s
telephone number, including area code: (626) 415-1488
Check
the appropriate box below if the Form 8-K 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 Exchange Act:
| Title
of each class |
|
Trading
Symbol(s) |
|
Name
of each exchange on which registered |
| Common
Stock |
|
EXOZ |
|
Nasdaq
Capital 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
June 17, 2025, eXoZymes Inc. (the “Company”) increased the compensation due to be provided to Michael Heltzen, the
Company’s Chief Executive Officer, upon the recommendation of the Company’s Compensation Committee, as follows: (i) the Company
increased Michael Heltzen’s base salary to an annualized rate equal to $450,000.00 in the aggregate, (ii) the Company agreed to
grant Michael Heltzen options (the “Options”) to purchase 235,817 shares of its common stock, par value $0.000001
per share (the “Common Stock”), at an exercise price equal to $12.40 per share of Common Stock, and (iii) the
Company agreed to pay Michael Heltzen a one-time bonus equal to $250,000.00 in the aggregate.
The
Options would vest over a four (4) year period, in equal quarterly installments at the end of each quarter of the calendar year, and
the Options would commence vesting on July 1, 2025. The option expires June 29, 2032.
| Item
9.01. |
Financial
Statements and Exhibits. |
| Exhibits |
|
Description
of Exhibit |
| |
|
|
| 104 |
|
Cover
Page Interactive Data File (embedded within the Inline XBRL Document) |
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.
| Date:
June 20, 2025 |
EXOZYMES
INC. |
| |
|
|
| |
By |
/s/
Fouad Nawaz |
| |
|
Fouad
Nawaz, |
| |
|
Vice
President, Finance |
