Kardigan appoints Kristin Reinke to its board

Reinke has been a member of Google's finance leadership team since 2005.

Rhea-AI Filing Summary

Kardigan, Inc. (KARD) appointed Kristin Reinke as a Class I director, effective September 29, 2026. She will chair the Audit Committee through the 2027 annual meeting of stockholders, unless she earlier dies, resigns, or is removed. The board determined that Reinke is independent under Nasdaq Global Market listing standards and qualifies as a financial expert under SEC rules; David Meeker will remain on the committee.

Doug Giordano resigned from the board and Audit Committee on September 29, 2026. Reinke, currently Google’s vice president of finance, will receive an initial new director grant of non-qualified stock options valued at $650,000, plus cash compensation for board and committee service under Kardigan’s Non-Employee Director Compensation Policy.

8-K Event Classification

3 items: 5.02, 7.01, 9.01

3 items

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.

Item 7.01 Regulation FD Disclosure Disclosure

Material non-public information disclosed under Regulation Fair Disclosure, often investor presentations or guidance.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, or exhibit attachments filed with this report.

Key Figures

Initial new director option grant value: $650,000 Appointment effective date: September 29, 2026 Director term: 2027 annual meeting

3 metrics

Initial new director option grant value $650,000 Non-qualified stock options granted in connection with Reinke's appointment

Appointment effective date September 29, 2026 Effective date of Reinke's appointment

Director term 2027 annual meeting Reinke's term ends at the annual meeting of stockholders unless earlier terminated

Key Terms

Class I director, non-qualified stock options, financial expert, indemnification agreement, +1 more

5 terms

Class I director regulatory

"appointed to serve as a Class I director"

A class I director is a member of a company’s board who belongs to one of several groups whose terms expire in a specified year under a staggered election system; each class is elected on a different cycle so only a portion of the board faces re-election each year. This matters to investors because it affects how quickly control of the board can change, the company’s continuity and oversight, and the ease of mounting or defending against takeover efforts—think of a team where only some players are replaced each season rather than the whole roster at once.

non-qualified stock options financial

"initial new director grant of non-qualified stock options"

Non-qualified stock options are a type of employee benefit that gives individuals the right to buy company shares at a set price, usually lower than the market value, within a certain period. Unlike other options that may have special tax advantages, these options are taxed as income when exercised, which can affect how much money the employee or investor ultimately gains. They are important because they can influence company compensation strategies and impact the financial outcomes for employees and investors.

financial expert regulatory

"qualifies as a “financial expert” pursuant to the Securities and Exchange Commission rules"

indemnification agreement regulatory

"entered into an indemnification agreement with the Company"

An indemnification agreement is a contract in which one party promises to cover losses, costs, or legal claims that another party might face, acting like a tailored safety net or private insurance policy. For investors, it matters because such agreements shift potential financial risk away from a company or its officers and onto the indemnifier, which can affect a company’s future liabilities, cash flow and how risky the investment appears during deal-making or litigation.

Non-Employee Director Compensation Policy financial

"in accordance with the Company’s Non-Employee Director Compensation Policy"

FAQ

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

Who did KARD appoint to its board?

Kardigan appointed Kristin Reinke as a Class I director effective September 29, 2026, and she will chair the Audit Committee. Her term runs until the 2027 annual meeting of stockholders unless she earlier dies, resigns, or is removed.

What compensation will Kristin Reinke receive from Kardigan?

She will receive an initial new director grant of non-qualified stock options valued at $650,000, plus cash compensation for board and committee service under the company's Non-Employee Director Compensation Policy.

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

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Available on EDGAR 09/30/2026 - 08:02 AM Accepted by SEC EDGAR 09/30/2026 - 08:01 AM Learn about SEC filing dates

0002123613false00021236132026-09-292026-09-29

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 29, 2026

Kardigan, Inc.

(Exact name of Registrant as Specified in Its Charter)

Delaware			001-43354	99-2994203
(State or Other Jurisdiction of Incorporation)			(Commission File Number)	(IRS Employer Identification No.)
506 Carnegie Center Drive, Suite 201
Princeton, New Jersey				08540
(Address of Principal Executive Offices)				(Zip Code)

Registrant’s Telephone Number, Including Area Code: 415 573-3220

(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 Exchange Act:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common Stock, $0.00001 par value per share		KARD		Nasdaq Global 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.

Resignation of Doug Giordano

On September 29, 2026, Doug Giordano resigned from the board of directors (the “Board”) of Kardigan, Inc. (the “Company”) and his position on the Audit Committee of the Board (the “Audit Committee”). Mr. Giordano advised the Company that his decision to resign was not the result of any disagreement with the Company or its management on any matter relating to the Company’s operations, policies or practices.

Appointment of Kristin Reinke

On September 29, 2026, the Board, upon the recommendation of the Board’s Nominating and Corporate Governance Committee, appointed Kristin Reinke to serve as a Class I director, to hold office until the Company’s annual meeting of stockholders in 2027 or until her earlier death, resignation or removal, effective as of September 29, 2026 (the “Appointment Date”). In addition, Ms. Reinke will serve as the chair of the Audit Committee. The Board has determined that Ms. Reinke is independent under the applicable listing standards of the Nasdaq Global Market and qualifies as a “financial expert” pursuant to the Securities and Exchange Commission rules. David Meeker will remain a member of the Audit Committee following such appointment.

Ms. Reinke currently serves as Vice President of Finance at Google LLC (“Google”), a subsidiary of Alphabet Inc., and has been a foundational member of Google’s finance leadership team since 2005. Ms. Reinke has held various roles of increasing responsibilities while at Google and was instrumental in scaling the company from its early post-IPO growth into a multibillion-dollar enterprise. Ms. Reinke earned her Bachelor of Arts in Accounting from Michigan State University and is a Certified Public Accountant.

In connection with her appointment to the Board, Ms. Reinke will receive an initial new director grant of non-qualified stock options valued at $650,000, and cash compensation for her Board and committee service, in accordance with the Company’s Non-Employee Director Compensation Policy, as such policy may be amended from time to time.

There are no arrangements or understandings between Ms. Reinke and any other person pursuant to which she was selected to serve on the Board. There are no transactions in which the Company or any of its subsidiaries is a party and in which Ms. Reinke has a material interest subject to disclosure under Item 404(a) of Regulation S-K. In addition, Ms. Reinke entered into an indemnification agreement with the Company consistent with the form of indemnification agreement, a copy of which has been previously filed with the Company’s most recent Quarterly Report on Form 10-Q.

Item 7.01. Regulation FD Disclosure.

On September 30, 2026, the Company issued a press release announcing the appointment of Kristin Reinke to the Board. A copy of the press release issued by the Company is furnished as Exhibit 99.1 to this Current Report on Form 8-K.

The information in this Item 7.01, including Exhibit 99.1, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Exchange Act, or otherwise subject to the liabilities of that Section. The information in this Item 7.01, including Exhibit 99.1, shall not be incorporated by reference into any registration statement or other document pursuant to the Exchange Act.

Item 9.01 Financial Statements and Exhibits.

Exhibit No.	Description
99.1	Press Release dated September 30, 2026
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.

			Kardigan, Inc.
Date:	September 30, 2026	By:	/s/ John B. Moriarty, Jr.
			John B. Moriarty, Jr. Chief Legal Officer and Corporate Secretary

Exhibit 99.1

PRESS RELEASE

Kardigan Announces Appointment of Kristin Reinke

to its Board of Directors

SOUTH SAN FRANCISCO, Calif., and PRINCETON, N.J., September 30, 2026 — Kardigan™, Inc. (Nasdaq: KARD) (“Kardigan”), a precision cardiovascular company, announced today the appointment of Kristin Reinke to its Board of Directors, where she will serve as chair of the Audit Committee. As part of the Board’s public company evolution, Doug Giordano will be stepping down from the Board. Both Ms. Reinke’s appointment and Mr. Giordano’s departure are effective as of September 29, 2026.

“Kristin's proven track record leading AI-driven transformation at global scale will be a great asset to help us achieve our mission of changing the future of cardiovascular care. Her experience turning technology into an operational advantage will be invaluable as we integrate Prolaio's data and analytics platform into our product development, and her financial governance expertise will help guide our late-stage pipeline toward potential commercialization. We're thrilled to welcome Kristin to the Kardigan Board and are fortunate to have her chair our Audit Committee,” said Tassos Gianakakos, co-founder, chief executive officer, and chair of the board of Kardigan. “We also would like to thank Doug, a founding member of our Board, for his profound impact over the last few years."

Ms. Reinke is currently vice president of finance at Google, where she leads the application of AI to modernize and scale the company's finance organization. A member of Google's finance leadership team since 2005, she has held roles spanning global FP&A, capital allocation, and controllership, helping the company grow from a startup into a multibillion-dollar global enterprise. She previously held leadership roles at Oracle and began her career at Arthur Andersen. Ms. Reinke serves on the board of Everly Health as an independent director and the audit committee chair. She is a CPA and holds a bachelor's degree in accounting from Michigan State University.

About Kardigan

Kardigan is a clinical-stage precision cardiovascular company developing medicines that target the root cause of diseases where no approved treatments exist. Led by a proven and experienced management team, Kardigan is reimagining cardiovascular drug discovery and development through an integrated approach that unites deep cardiovascular biology, real-world patient data, and advanced analytics to enable more precise, efficient, and informed development of novel therapies. Learn more about Kardigan and its mission at Kardigan.bio.

Contacts

Media:

Michael Bachner

Executive Director, Corporate Communications

+1 (609) 664-7308

mbachner@kardigan.bio

Investors:

Clayton Robertson

Vice President, Investor Relations

investors@kardigan.bio

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Filing Exhibits & Attachments

2 documents

Press Releases

• EX-99.1 EX-99.1 13.1 KB

Other Documents

• EX-101 XBRL TAXONOMY EXTENSION SCHEMA WITH EMBEDDED LINKBASES DOCUMENT 24.3 KB