UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934
For the Month of June 2026
Commission File Number: 000-29962
Kazia Therapeutics Limited.
(Exact Name of Registrant as Specified in Its Charter)
Three International Towers Level 24 300 Barangaroo
Avenue Sydney NSW 2000
(Address of principal executive offices)
Indicate by check mark whether the registrant files or will file annual
reports under cover of Form 20-F or Form 40-F.
Form 20-F ☒
Form 40-F ☐
INFORMATION CONTAINED IN THIS FORM 6-K REPORT
Appointment of Chief Financial Officer
This report on Form 6-K (the “Report”) contains information
regarding the appointment of a new executive officer of Kazia Therapeutics Limited (the “Company”). On June 2, 2026, the Company
announced the appointment of James Levine as Chief Financial Officer, effective June 1, 2026.
In connection with Mr. Levine’s appointment, the Company’s
subsidiary, Kazia Therapeutics, Inc., entered into an employment letter agreement with Mr. Levine, effective June 1, 2026 (the “Employment
Agreement”). Mr. Levine will receive an annual base salary of US$475,000, is eligible for an annual target bonus of 40% of his annual
base salary (prorated for 2026), and, subject to Board approval, will be granted options over 200,000 American Depositary Shares (“ADSs”).
One-third of the ADS options will vest upon commencement of employment, with the remaining two-thirds vesting in equal yearly installments
thereafter. Mr. Levine will forfeit all options upon a voluntary departure prior to the completion of one year of employment.
Mr. Levine’s employment is on an at-will basis. In the event
of a termination without Cause or resignation for Good Reason (each as defined in the Employment Agreement) in connection with a Change
in Control (as defined in the Employment Agreement), Mr. Levine is entitled to (i) severance pay equal to 12 months of base salary, (ii)
a pro-rata bonus for the year of termination, and (iii) continued health care coverage under COBRA for up to 6 months. In the event of
a termination without Cause or resignation for Good Reason other than in connection with a Change in Control, Mr. Levine is entitled to
(i) severance pay equal to a maximum of 6 months of base salary (subject to mitigation), (ii) a pro-rata bonus for the year of termination,
and (iii) continued health care coverage under COBRA for up to 6 months. Receipt of severance benefits is conditioned upon Mr. Levine’s
compliance with the confidentiality and proprietary information agreements, as well as his delivery of an effective general release of
claims within 30 days following termination.
The Employment Agreement also contains customary provisions regarding
confidentiality, assignment of inventions, and a 12-month post-termination non-solicitation covenant.
The foregoing summary of the Employment Agreement does not purport
to be complete and is qualified in its entirety by reference to the full text of the Agreement, which is filed as Exhibit 10.1 to this
Report and is incorporated herein by reference.
Press Release
The Company is furnishing with this Report on Form 6-K a press release
announcing the appointment of Mr. Levine, dated June 2, 2026, as Exhibit 99.1.
Incorporation by Reference
The Company hereby incorporates by reference the information contained
herein, including Exhibits 10.1 and 99.1, except for the quotes of Dr. John Friend, Chief Executive Officer of the Company, contained
in Exhibit 99.1, into the Company’s registration statements on Form F-3 (File Nos. 333-276091, 333-281937 and 333-294392).
EXHIBIT INDEX
The following exhibits are furnished as part of this Form 6-K:
| Exhibit |
|
Description |
| 10.1 |
|
Employment Agreement, dated as of June 1, 2026, by and between Kazia Therapeutics, Inc. and James Levine. |
| 99.1 |
|
Press Release dated June 2, 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.
| |
Kazia Therapeutics Limited. |
| |
|
|
| |
By: |
/s/ John Friend |
| |
Name: |
John Friend |
| |
Title: |
Chief Executive Officer |
| |
|
|
| Date: June 2, 2026 |
|
|
Exhibit 99.1
Kazia Therapeutics Appoints James Levine as
Chief Financial Officer
SYDNEY, Australia, June 2, 2026 –
Kazia Therapeutics Limited (NASDAQ: KZIA) (“Kazia,” “Kazia Therapeutics” or the “Company”),
a clinical-stage oncology company advancing therapies designed to reprogram cancer biology and overcome treatment resistance, today announced
the appointment of James Levine as Chief Financial Officer, effective June 1, 2026. Mr. Levine brings more than two decades of experience
across investment banking, executive and financial leadership at publicly traded biotech companies.
“James has built an impressive career leading
financial strategy, strategic transactions and major pharmaceutical collaborations, following an extensive career in investment banking,”
said Dr. John Friend, CEO, Kazia Therapeutics. “As we advance paxalisib and progress our pipeline, James' expertise will be central
to helping us capitalize on that momentum and continue building long-term value for patients and shareholders.”
Most recently, Mr. Levine served as Chief Financial
Officer of Cardiff Oncology, a clinical-stage oncology company developing a PLK1 inhibitor therapy for solid tumors. Prior to Cardiff
Oncology, Mr. Levine served as CFO of Cidara Therapeutics, an antifungal and antiviral biotech company, where he led the financial structuring
of a $568 million licensing collaboration with Mundipharma and a $780 million global partnership with Janssen Pharmaceuticals (Johnson
& Johnson). He also served as CEO of Verenium Corporation, an industrial biotech company, where he executed major asset sales for
total proceeds of approximately $200 million, as well as Sapphire Energy, a human nutrition-focused biotech.
Earlier in his career, Mr. Levine spent 12 years
at Goldman Sachs & Co. as a Managing Director advising pharmaceutical and biotech clients across the U.S. and Europe on financings,
mergers and acquisitions and strategic transactions, including landmark deals such as the Glaxo Wellcome and SmithKline Beecham merger.
Mr. Levine holds a Master of Business Administration degree from The Wharton School at the University of Pennsylvania.
“I am very excited to be joining Kazia as
the Company advances paxalisib across multiple indications and builds out a promising pipeline targeting novel mechanisms of
treatment resistance,” added Mr. Levine. “I look forward to working closely with the management team to help translate
Kazia’s scientific progress into strategic and financial outcomes as we approach what we expect to be a period of meaningful
clinical and strategic milestones for the Company.”
About Kazia Therapeutics
Kazia Therapeutics Limited (NASDAQ: KZIA) is an oncology-focused drug
development company, based in Sydney, Australia. The Company’s lead asset, paxalisib, is an investigational brain penetrant inhibitor
of the PI3K/Akt /mTOR pathway, which is being developed to treat multiple forms of cancer. Licensed from Genentech in late 2016, paxalisib
is or has been the subject of 10 clinical trials. A completed Phase 2/3 study in glioblastoma (GBM-Agile) was reported in 2024, and discussions
are ongoing for designing and executing a pivotal registrational study in pursuit of a standard approval. Other clinical trials involving
paxalisib are ongoing in advanced breast cancer, brain metastases, diffuse midline gliomas, and primary central nervous system lymphoma,
with several of these trials having reported encouraging interim data. Paxalisib was granted Orphan Drug Designation for glioblastoma
by the U.S. Food and Drug Administration (FDA) in February 2018, and Fast Track Designation (FTD) for glioblastoma in August 2020. Paxalisib
was also granted FTD in July 2023 for the treatment of solid tumor brain metastases harboring PI3K pathway mutations in combination with
radiation therapy. Additionally, paxalisib was granted Rare Pediatric Disease Designation and Orphan Drug Designation by the FDA for diffuse
intrinsic pontine glioma in August 2020 and for atypical teratoid / rhabdoid tumors in June 2022 and July 2022, respectively. Kazia is
also developing EVT801, a small molecule inhibitor of VEGFR3, which was licensed from Evotec SE in April 2021. In addition to its clinical-stage
programs, Kazia is advancing NDL2, a potentially first-in-class intracellular PD-L1 protein degrader program targeting a newly identified
mechanism of immunotherapy resistance and metastatic progression, as well as MSETC, a potentially first-in-class SETDB1 inhibitor program
intended to restore immune signaling in tumors that have become resistant to immunotherapy, including checkpoint inhibitors. Both programs
are currently in preclinical development. For more information, please visit www.kaziatherapeutics.com or follow us on X @KaziaTx.
Forward Looking Statements
This announcement may contain forward-looking statements, which can
generally be identified as such by the use of words such as “may,” “will,” “estimate,” “future,”
“forward,” “anticipate,” “expect,” “plan,” “believe,” “potential,”
or other similar words. Any statement describing Kazia's future plans, strategies, intentions, expectations, objectives, goals or prospects,
and other statements that are not historical facts, are also forward-looking statements, including, but not limited to, statements regarding:
the Company’s expectations regarding its pipeline strategy and future clinical and strategic milestones; the anticipated contributions
of Mr. Levine to the Company's business; and Kazia’s plans to advance paxalisib and its broader oncology pipeline. Such statements
are based on Kazia's current expectations and projections about future events and future trends affecting its business and are subject
to certain risks and uncertainties that could cause actual results to differ materially from those anticipated in the forward-looking
statements, including risks and uncertainties associated with: the development of early stage therapeutic programs; the conduct of clinical
trials, including the ability to enroll patients and achieve anticipated enrollment targets; the preliminary nature of data from a small,
open-label clinical study, which may not be predictive of later-stage clinical results; risks related to regulatory approvals; risks related
to Kazia's reliance on third-party collaborators and clinical trial sites; risks related to the Company's ability to obtain, maintain
and protect its intellectual property; risks related to the impact of global economic conditions; and risks related to Kazia's ability
to maintain compliance with the applicable NASDAQ continued listing requirements and standards. These and other risks and uncertainties
are described more fully in Kazia's Annual Report on Form 20-F filed with the SEC, and in subsequent filings with the United States Securities
and Exchange Commission. Kazia undertakes no obligation to publicly update any forward-looking statement, whether as a result of new information,
future events, or otherwise, except as required under applicable law. You should not place undue reliance on these forward-looking statements,
which apply only as of the date of this announcement.
Media Contacts
Michaela Fawcett / Molly Crawford
KCSA Strategic Communications
mfawcett@kcsa.com / mcrawford@kcsa.com
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