Lyell Immunopharma (NASDAQ: LYEL) CFO Charles Newton to step down

Rhea-AI Filing Summary

Lyell Immunopharma, Inc. reported that Chief Financial Officer Charles Newton, who also serves as the company’s principal financial and accounting officer, has decided to resign. His resignation will be effective October 31, 2025. The company states there were no disagreements between Mr. Newton and Lyell.

Lyell plans to conduct a search for a new CFO to take over its financial leadership. To support continuity, the company and Mr. Newton entered into a consulting agreement under which he may provide consulting services from the resignation date through April 30, 2026, unless either party ends the consultancy earlier.

Positive

• None.

Negative

• Chief Financial Officer resignation: Lyell’s CFO and principal financial and accounting officer, Charles Newton, will resign effective October 31, 2025, creating a key leadership transition.

Insights

Corporate governance and biotech analyst

Lyell’s CFO is resigning but will remain as a consultant to support transition.

Lyell Immunopharma disclosed that its Chief Financial Officer and principal financial and accounting officer, Charles Newton, will resign effective October 31, 2025. For investors, the CFO role is central to financial reporting, controls, and capital planning, so any change can raise questions about leadership stability and financial stewardship.

The company notes there were no disagreements between Mr. Newton and Lyell, which helps reduce concern that the departure stems from a dispute over accounting or strategy. A consulting agreement running through April 30, 2026 is intended to provide continuity while Lyell conducts a search for a replacement, potentially easing the handover of responsibilities.

The practical impact will depend on how quickly Lyell appoints a new CFO and how smoothly the transition proceeds. Subsequent company disclosures may provide more detail on the incoming financial leadership and any changes in financial or strategic priorities that accompany the new hire.

8-K Event Classification

Item 5.02 — Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers

1 item

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.

Understanding 8-K Material Events →

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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): September 15, 2025

Lyell Immunopharma, Inc.

(Exact name of Registrant as Specified in Its Charter)

Delaware		001-40502		83-1300510
(State or Other Jurisdiction of Incorporation)		(Commission File Number)		(IRS Employer Identification No.)

201 Haskins Way
South San Francisco, California		94080
(Address of Principal Executive Offices)		(Zip Code)

Registrant’s Telephone Number, Including Area Code: 650 695-0677

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 (see General Instruction A.2. below):

☐ 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		LYEL		Nasdaq Global Select 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 September 15, 2025, Charles Newton notified Lyell Immunopharma, Inc. (the “Company”) of his decision to resign from his position as the Chief Financial Officer and principal financial and accounting officer of the Company, effective October 31, 2025 (the “Resignation Date”). There were no disagreements between Mr. Newton and the Company. The Company plans to conduct a search for Mr. Newton’s replacement. The Company and Mr. Newton have entered into a consulting agreement under which Mr. Newton may provide consulting services to the Company following the Resignation Date until April 30, 2026 or any earlier termination of the consultancy by either party.

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.

						Lyell Immunopharma, Inc.
Date:  September 16, 2025				By:		/s/ Mark Meltz
						Mark Meltz
						General Counsel and Corporate Secretary

FAQ

What did Lyell Immunopharma (LYEL) announce in this 8-K filing?

Lyell Immunopharma announced that Chief Financial Officer Charles Newton, who also serves as principal financial and accounting officer, has decided to resign effective October 31, 2025. The company plans to search for a replacement and has arranged for Mr. Newton to provide consulting services after his resignation.

When will Lyell Immunopharma’s CFO Charles Newton resign?

Charles Newton’s resignation as Chief Financial Officer and principal financial and accounting officer of Lyell Immunopharma will be effective on October 31, 2025.

Did Lyell Immunopharma report any disagreements with CFO Charles Newton?

No. Lyell Immunopharma stated that there were no disagreements between Mr. Newton and the company in connection with his decision to resign as CFO and principal financial and accounting officer.

Will Charles Newton continue to work with Lyell Immunopharma after resigning as CFO?

Yes. Lyell Immunopharma and Charles Newton entered into a consulting agreement under which he may provide consulting services to the company from the resignation date until April 30, 2026, or an earlier termination of the consultancy by either party.

How does Lyell Immunopharma plan to replace its departing CFO?

The company stated that it plans to conduct a search for a replacement for Charles Newton as Chief Financial Officer and principal financial and accounting officer.

What role did Charles Newton hold at Lyell Immunopharma before his resignation?

Before his resignation, Charles Newton served as Chief Financial Officer and as Lyell Immunopharma’s principal financial and accounting officer, overseeing the company’s financial reporting and accounting functions.