NEXGEL (NASDAQ: NXGL) hires new CFO to support Celularity deal
Rhea-AI Filing Summary
NEXGEL, Inc. appointed Ian Blackman, age 58, as Chief Financial Officer, effective April 27, 2026, succeeding Adam E. Drapczuk III as principal financial and accounting officer. Drapczuk resigned as Interim CFO in connection with the change and will continue providing financial consulting services.
Under a new Executive Employment Agreement, Blackman receives a $250,000 annual base salary, an EBITDA-based bonus opportunity for 2026, and stock options for up to 160,000 shares with time-based vesting and full acceleration upon a Change in Control. He is entitled to tiered severance benefits if terminated without cause or for good reason, with enhanced protection following a Change in Control. A related press release highlights his role in helping advance and integrate NEXGEL’s planned acquisition and licensing of regenerative biomaterial products from Celularity Inc.
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8-K Event Classification
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Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
Appointment of Chief Financial Officer
On April 27, 2026, the Board of Directors of the Company (the “Board”) appointed Ian Blackman, age 58, as Chief Financial Officer of NexGel, Inc. (the “Company”), effective April 27, 2026. Mr. Blackman succeeds Mr. Drapczuk as the Company’s principal financial officer and principal accounting officer.
Mr. Blackman, 58, is a Certified Public Accountant with over 30 years of global financial leadership experience across private equity-backed and publicly traded organizations. From February 2018 until September 2025, Mr. Blackman served as Chief Financial Officer of McIntosh Group Inc. (and its successor, Bose Luxury), a private equity-backed luxury consumer electronics company, where he was a member of the executive team that drove organic revenue growth and was deeply involved in two due diligence and sale processes resulting in transactions to a private equity firm and subsequently to a strategic acquirer. From April 2017 to January 2018, Mr. Blackman served as Chief Financial Officer, North America, for Diptyque and Byredo, two private equity-backed luxury lifestyle brands, where he was responsible for all finance, treasury, tax and human resources functions. From 1995 to September 2011, Mr. Blackman served in roles of increasing responsibility at Universal Music Group. Mr. Blackman began his career at Goldstein Golub Kessler and Company, where he served as an Audit Manager from 1989 to 1995. Mr. Blackman holds a Bachelor of Science (Honours) in Economics from the London School of Economics.
There are no arrangements or understandings between Mr. Blackman and any other person pursuant to which Mr. Blackman was selected as the Company’s Chief Financial Officer. There are no family relationships between Mr. Blackman and any director or executive officer of the Company. There are no transactions between Mr. Blackman and the Company that would be reportable under Item 404(a) of Regulation S-K.
Blackman Employment Agreement
In connection with Mr. Blackman’s appointment, on April 27, 2026, the Company entered into an Executive Employment Agreement with Mr. Blackman (the “Blackman Employment Agreement”), effective as of April 27, 2026 (the “Effective Date”).
Pursuant to the Blackman Employment Agreement, Mr. Blackman is paid a base salary of $250,000 per year. Mr. Blackman is also eligible to receive a cash bonus for fiscal year 2026 (pro-rated from the Effective Date) based on the Company’s achievement of specified earnings before interest, taxes, depreciation and amortization (“EBITDA”) targets, equal to (i) 10% of his base salary if the Company achieves EBITDA of at least $4 million, (ii) 30% of his base salary if the Company achieves EBITDA of at least $6 million, or (iii) 50% of his base salary if the Company achieves EBITDA of at least $8 million. Only one of the foregoing bonus tiers may be earned for fiscal year 2026, and the bonuses are not cumulative. The Blackman Employment Agreement provides that, for fiscal years following 2026, the cash bonus structure for Mr. Blackman will be determined by the Compensation Committee of the Board.
Pursuant to the Blackman Employment Agreement, Mr. Blackman also received an initial grant of options to purchase up to 160,000 shares of the Company’s common stock under the Company’s 2019 Long-Term Incentive Plan (the “Blackman Initial Option Grant”). To the extent qualifying as an incentive stock option under the Internal Revenue Code, the Blackman Initial Option Grant will be treated as an incentive stock option, and the remainder will be treated as a non-qualified stock option. The Blackman Initial Option Grant has a five-year term and a per share exercise price equal to the closing per share price of the Company’s common stock as reported on the Nasdaq Capital Market on the third business day after the Company is no longer in possession of material non-public information. The Blackman Initial Option Grant vests as follows: (i) 40,000 shares vest on the first anniversary of the Effective Date, and (ii) the remaining 120,000 shares vest in 36 equal monthly installments of 3,334 shares (with rounding adjustments) commencing on March 31, 2027, in each case subject to Mr. Blackman’s continued employment with the Company on each applicable vesting date. In the event of a Change in Control (as defined in the Blackman Employment Agreement) of the Company, any unvested portion of the Blackman Initial Option Grant shall accelerate, vest and become exercisable immediately prior to the Change in Control.
The Blackman Employment Agreement also provides for severance benefits in the event Mr. Blackman’s employment is terminated by the Company without cause or by Mr. Blackman for good reason (as such terms are defined in the Blackman Employment Agreement). The applicable Severance Period (as defined in the Blackman Employment Agreement) is (i) three months if such termination occurs on or before the date that is six months after the Effective Date, (ii) six months if such termination occurs after the date that is six months after the Effective Date but on or before the first anniversary of the Effective Date, and (iii) twelve months if such termination occurs thereafter. The severance benefits consist of (a) continued payment of Mr. Blackman’s base salary during the Severance Period, (b) a pro-rata portion of his target annual bonus for the year of termination, multiplied by 25%, 50% or 100%, based on the applicable Severance Period, (c) reimbursement of COBRA premiums during the Severance Period, and (d) acceleration of vesting of any equity awards that would have otherwise vested through the end of the Severance Period.
In the event Mr. Blackman’s employment is terminated by the Company without cause or by Mr. Blackman for good reason within twelve months following a Change in Control, Mr. Blackman is entitled to (i) a lump sum payment equal to one times his then-current base salary plus 100% of his target annual bonus, (ii) twelve months of COBRA premium reimbursement, and (iii) full acceleration of vesting of all unvested equity awards.
The Blackman Employment Agreement contains customary non-competition, non-solicitation, confidentiality and assignment of inventions provisions, including a one-year post-employment non-competition restriction in the United States, a one-year post-employment employee non-solicitation restriction, and a two-year post-employment customer and vendor non-solicitation restriction.
The foregoing summary of the Blackman Employment Agreement is qualified in its entirety by reference to the full text of the Blackman Employment Agreement, a copy of which is filed as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated herein by reference.
Resignation of Interim Chief Financial Officer
On April 27, 2026, Adam E. Drapczuk III resigned from his position as Interim Chief Financial Officer of the Company in connection with the appointment of Mr. Ian Blackman as the Company’s Chief Financial Officer, as further described below. Mr. Drapczuk’s resignation as Interim Chief Financial Officer was not the result of any disagreement with the Company on any matter relating to its operations, policies or practices. Following his resignation as Interim Chief Financial Officer, Mr. Drapczuk will continue to provide financial consulting services to the Company.
Item 8.01 Other Events.
On April 27, 2026, the Company issued a press release announcing the appointment of Mr. Blackman as its Chief Financial Officer and the resignation of Mr. Drapczuk as Interim Chief Financial Officer. A copy of the press release is filed as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
Exhibit No. |
Description | |
| 10.1 | Executive Employment Agreement, dated April 27, 2026, between NexGel, Inc. and Ian Blackman. | |
| 99.1 | Press Release, dated April 27, 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.
| Date: April 30, 2026 | ||
| NEXGEL, INC. | ||
| By: | /s/ Adam Levy | |
| Adam Levy | ||
| Chief Executive Officer | ||
Exhibit 99.1
NEXGEL Appoints Ian Blackman as Chief Financial Officer
Veteran Financial and M&A Leader Appointed to Integrate Acquisition of Celularity, Scale the Business and Accelerate Growth
LANGHORNE, Pa. – April 27, 2026 — NEXGEL, Inc. (“NEXGEL” or the “Company”) (NASDAQ: “NXGL”), a leading provider of healthcare, beauty, and over-the-counter (OTC) products including ultra-gentle, high-water-content hydrogel products for healthcare and consumer applications, today announced the appointment of Ian Blackman, CPA, as Chief Financial Officer. Mr. Blackman will help to advance the closing of the definitive agreement to license and acquire a portfolio of commercial-stage regenerative biomaterial products from Celularity Inc., (“Celularity”) (NASDAQ: CELU), a regenerative and aging related cellular medicine company developing, manufacturing, and commercializing advanced biomaterial products.
Adam Levy, Chief Executive Officer of NEXGEL, stated, “Ian’s extensive experience scaling businesses, strengthening financial infrastructure, and navigating complex transactions makes him a timely and exceptional addition to our leadership team. With deep knowledge of high-growth consumer markets, he brings strong experience in financial strategy and operational excellence from his tenure as CFO for international luxury beauty brand Trish McEvoy and the luxury fragrance house Diptyque. As we continue to expand our branded consumer portfolio and healthcare partnerships, while now working toward the integration of our Celularity acquisition, Ian’s strategic insight and operational discipline will be instrumental in driving long-term shareholder value and guiding the Company’s next phase of growth.”
Mr. Blackman is a seasoned finance executive with over 30 years of global experience leading finance, treasury, tax, and operational functions across private equity backed and publicly traded organizations with luxury consumer names, Diptyque and Trish McEvoy. In addition, he spent 16 years in finance at Universal Music Group. He brings a strong track record of driving profitable growth, improving operational efficiency, and leading organizations through complex transactions and strategic transformations.
Most recently, Mr. Blackman served as Chief Financial Officer of McIntosh Group, Inc., a private equity backed luxury consumer electronics company, where he helped organically grow revenue by over 90% while increasing EBITDA by over 335%. During his tenure, he played a key leadership role in two successful sale transactions, generating significant returns to shareholders. Mr. Blackman began his career in audit at Goldstein Golub Kessler and Company and holds a bachelor’s degree in Economics from the London School of Economics.
Mr. Blackman, newly appointed Chief Financial Officer of NEXGEL, commented, “I am excited to join NEXGEL at such a pivotal time in its growth trajectory, particularly as the Company advances the business combination of Celularity’s valuable regenerative medicine assets. The opportunity to help guide the transaction process, support integration planning, and strengthen the financial foundation of the combined organization is strategically important. NEXGEL’s differentiated hydrogel technology platform and expanding commercial footprint presents a meaningful opportunity for our stakeholders. I look forward to partnering with the leadership team to enhance the Company’s financial performance, strengthen the reporting processes, and support the Company’s continued forward progress.”
About NEXGEL, Inc.
NEXGEL is a leading provider of healthcare, beauty, and over-the-counter (OTC) products including ultra-gentle, high-water-content hydrogel products for healthcare and consumer applications. Based in Langhorne, Pa., the Company has developed and manufactured electron-beam, cross-linked hydrogels for over two decades. NEXGEL brands include SilverSeal®, Hexagels®, Turfguard®, Kenkoderm® and Silly George®. Additionally, NEXGEL has strategic contract manufacturing relationships with leading consumer healthcare companies.
Forward-Looking Statement
This press release contains “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) (which Sections were adopted as part of the Private Securities Litigation Reform Act of 1995). Statements preceded by, followed by or that otherwise include the words “believe,” “anticipate,” “estimate,” “expect,” “intend,” “plan,” “potential,” “project,” “prospects,” “outlook,” and similar words or expressions, or future or conditional verbs, such as “will,” “should,” “lends,” “would,” “may,” and “could,” are generally forward-looking in nature and not historical facts, including, without limitation, the potential return on investment for our shareholders through a dedicated team and platform to pursue high-value Rx opportunities while NEXGEL remains focused on contract manufacturing and consumer branded products in the health and beauty space, the potential to unlock what we believe to be a potentially large opportunity without NEXGEL itself having to fund its development, that electron beam generated hydrogel lends itself to creating new topical and systemic therapies that can supplement existing therapies or create new ways to treat patients in a variety of clinical areas and the focus of using the hydrogel for drug delivery platform could lead to it becoming a platform for a family of useful and transformative therapies . These forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause the Company’s actual results, performance, or achievements to be materially different from any anticipated results, performance, or achievements for many reasons. The Company disclaims any intention to, and undertakes no obligation to, revise any forward-looking statements, whether as a result of new information, a future event, or otherwise. For additional risks and uncertainties that could impact the Company’s forward-looking statements, please see the Company’s Annual Report on Form 10-K for the year ended December 31, 2025, including but not limited to the discussion under “Risk Factors” therein, which the Company filed with the SEC and which may be viewed at http://www.sec.gov/.
Investor Contacts:
Valter Pinto, Managing Director
KCSA Strategic Communications
212.896.1254
Nexgel@KCSA.com