[8-K] MACROGENICS INC Reports Material Event

Rhea-AI Filing Summary

MacroGenics, Inc. announced that Stephen Eck, M.D., Ph.D., its Senior Vice President, Clinical Development and Chief Medical Officer, will depart the company effective December 31, 2025, following a mutual agreement reached on November 14, 2025. Oversight of clinical development will be handled on an interim basis by Frank Perabo, M.D., Ph.D., Vice President, Clinical Development, while an executive recruiter conducts a search for a new Chief Medical Officer. Dr. Eck, who joined MacroGenics in July 2020 and led clinical development across multiple studies, will receive payments and benefits for a qualifying termination in accordance with his employment agreement, conditioned on a general release, waiver of claims, and compliance with his restrictive covenants.

Insights

Biotech governance analyst

MacroGenics discloses a planned CMO transition with interim coverage.

MacroGenics reports that its Senior Vice President, Clinical Development and Chief Medical Officer, Stephen Eck, M.D., Ph.D., will depart effective December 31, 2025, following a mutual agreement dated November 14, 2025. For a science-driven company, the Chief Medical Officer role is central to overseeing clinical trials and interactions around development programs, so clarity on interim leadership is important.

The company states that clinical development oversight will shift on an interim basis to Frank Perabo, M.D., Ph.D., who serves as Vice President, Clinical Development. This helps maintain leadership continuity while an executive recruiter runs a search for a new Chief Medical Officer, suggesting an organized transition rather than an abrupt vacancy.

Regarding economics, the disclosure indicates that Dr. Eck will receive payments and benefits tied to a “qualifying termination” under his employment agreement, as previously described in the April 11, 2025 proxy. These payments are contingent on his signing an effective general release and waiver of claims and complying with restrictive covenant obligations, which is typical structuring for senior executive departures.

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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):  November 14, 2025

MACROGENICS, INC.

(Exact Name of Registrant as Specified in Charter)

Delaware

001-36112

06-1591613

(State or Other Jurisdiction of Incorporation)

(Commission File Number)

(IRS Employer  Identification No.)

9704 Medical Center Drive

Rockville,

Maryland

20850

(Address of Principal Executive Offices)

(Zip Code)

Registrant's telephone number, including area code:  (301) 251-5172

Not applicable 

(Former Name or Former Address, if Changed Since Last Report)

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, par value $0.01 per share			MGNX			Nasdaq Global Select Market

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))

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 November 14, 2025, MacroGenics, Inc. (the “Company”) and Stephen Eck, M.D., Ph.D., Senior Vice President, Clinical Development and Chief Medical Officer of the Company, mutually agreed that Dr. Eck would depart the Company, effective as of December 31, 2025. In connection with Dr. Eck's departure, oversight of the clinical development function will be assumed on an interim basis by Frank Perabo, M.D., Ph.D., Vice President, Clinical Development. The Company has engaged an executive recruiter to conduct a search for a new Chief Medical Officer.

Since joining MacroGenics in July 2020 as Senior Vice President, Clinical Development and Chief Medical Officer, Dr. Eck has led the Company’s clinical development efforts across multiple studies, and the Company thanks him for his service.

In connection with Dr. Eck’s departure, he will receive the payments and benefits pursuant to a qualifying termination as set forth in his employment agreement with the Company (the “Employment Agreement”), as described in the Company’s proxy statement filed with the Securities and Exchange Commission on April 11, 2025, subject to the terms and conditions of the Employment Agreement, including, without limitation, his signing of an effective general release and waiver of claims (the “Release”) and compliance with the terms of the Release and his restrictive covenant obligations owed to the Company.

SIGNATURE

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: November 20, 2025

MACROGENICS, INC.

By: /s/ Jeffrey Peters       Jeffrey Peters       Senior Vice President and General Counsel

FAQ

What executive change did MacroGenics (MGNX) announce in this 8-K?

MacroGenics disclosed that Stephen Eck, M.D., Ph.D., its Senior Vice President, Clinical Development and Chief Medical Officer, will depart the company effective December 31, 2025, under a mutual agreement.

Who will oversee clinical development at MacroGenics after Stephen Eck departs?

Frank Perabo, M.D., Ph.D., Vice President, Clinical Development, will assume oversight of the clinical development function on an interim basis following Dr. Eck’s departure.

Is MacroGenics searching for a new Chief Medical Officer?

Yes. MacroGenics has engaged an executive recruiter to conduct a search for a new Chief Medical Officer following the planned departure of Dr. Stephen Eck.

When did MacroGenics and Stephen Eck agree to his departure?

MacroGenics and Dr. Stephen Eck mutually agreed on his departure on November 14, 2025, with an effective departure date of December 31, 2025.

What severance or benefits will Stephen Eck receive from MacroGenics?

Dr. Eck will receive payments and benefits associated with a qualifying termination under his employment agreement, conditioned on signing an effective general release, waiver of claims, and compliance with his restrictive covenants.

Where were the terms of Stephen Eck’s employment agreement previously described?

The terms relevant to his qualifying termination were described in MacroGenics’ proxy statement filed with the SEC on April 11, 2025.