NASDAQ false 0001798749 0001798749 2025-09-05 2025-09-05
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): September 5, 2025
Jade Biosciences, Inc.
(Exact name of Registrant as specified in its charter)
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| Nevada |
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001-40544 |
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83-1377888 |
(State or other jurisdiction
of incorporation) |
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(Commission File Number) |
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(IRS Employer
Identification No.) |
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| 221 Crescent St., Building 23 Suite 105
Waltham, MA |
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02453 |
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(Zip Code) |
Registrant’s telephone number, including area code: (781) 312-3013
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:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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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:
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Title of each class
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Trading
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Name of each exchange
on which registered |
| Common Stock, $0.0001 par value per share |
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JBIO |
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The 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. |
Effective September 9, 2025, Hetal Kocinsky, M.D. departed from her position as Chief Medical Officer of Jade Biosciences, Inc. (the “Company”). The Company expects to enter into a separation agreement with Dr. Kocinsky. Under the separation agreement, subject to the Company’s receipt of a general release of claims against the Company, Dr. Kocinsky will receive (i) a one-time payment equal to 12 months of her current base salary and (ii) a cash payment equal to the premiums payable by Dr. Kocinsky for continuation coverage under COBRA for a period of 12 months.
The Company’s scientific and clinical programs will continue to be led by Dr. Andrew King, Ph.D, Chief Scientific Officer and Head of Research & Development.
The foregoing description of the separation agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the separation agreement, a copy of which the Company intends to file as an exhibit to a future report under the Exchange Act after the execution of the separation agreement.
SIGNATURES
Pursuant to the requirements of the Exchange Act, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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Jade Biosciences, Inc. |
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(Registrant) |
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| Date: September 9, 2025 |
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By: |
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/s/ Tom Frohlich |
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Name: |
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Tom Frohlich |
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Title: |
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Chief Executive Officer |
