Pyxis Oncology (PYXS) taps board member Thomas Civik as interim CEO in leadership shift
Rhea-AI Filing Summary
Pyxis Oncology, Inc. announced a leadership transition in which Lara S. Sullivan, M.D. ceased serving as Chief Executive Officer and principal executive officer effective February 2, 2026. The Board appointed director Thomas (Tom) Civik as Interim Chief Executive Officer and principal executive officer, effective the same date.
Under an interim employment agreement, Mr. Civik will receive an annualized base salary of $710,000 and be eligible for a target bonus equal to 60% of that salary, prorated for his service. Subject to Board approval, he will receive stock options for 1.1% of outstanding common stock vesting in 12 equal monthly installments during his interim term, and an additional fully vested option for 0.4% of outstanding common stock upon completion of a successful financing or strategic transaction during the interim term or within six months after.
A concurrent press release highlights the Board’s ongoing search for a permanent CEO and emphasizes continuity for Pyxis Oncology’s lead antibody-drug conjugate, micvotabart pelidotin (MICVO), which is being evaluated in Phase 1 and Phase 1/2 clinical studies in recurrent/metastatic head and neck squamous cell carcinoma and other solid tumors.
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Insights
Pyxis names an experienced oncology executive as interim CEO while emphasizing clinical continuity.
Pyxis Oncology replaces its long-serving CEO, Lara Sullivan, M.D., with board member Thomas Civik as Interim CEO and principal executive officer. His prior leadership roles at oncology-focused companies suggest familiarity with late-stage development and commercialization, which aligns with Pyxis’s focus on micvotabart pelidotin (MICVO).
The compensation structure combines cash pay with equity incentives tied to both time and transactions. Options representing
The press release stresses that clinical leadership and ongoing MICVO trials will continue without interruption, and the Board has initiated a structured search for a permanent CEO. Future disclosures in company filings may provide more detail on the progress of this search and on clinical and corporate milestones for MICVO.
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
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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.
Effective February 2, 2026, Dr. Lara Sullivan, M.D. ceased serving as the Chief Executive Officer, principal executive officer, and in any other executive capacity of Pyxis Oncology, Inc. (the “Company”).
Effective February 2, 2026 (the “Effective Date”), the Board of Directors of the Company (the “Board”) appointed Tom Civik, a current director of the Company, as the Company’s Interim Chief Executive Officer and principal executive officer. Mr. Civik served as President and Chief Executive Officer of Five Prime Therapeutics from April 2020 to April 2021. He most recently served as Chairperson of the Board of ImCheck Therapeutics and Repare Therapeutics. In connection with Mr. Civik’s appointment, the Company entered into and interim chief executive officer employment agreement with Mr. Civik (the “Civik employment agreement”). Mr. Civik’s service as Interim Chief Executive Officer commenced on the Effective Date and will continue until the earliest of the (i) termination of the Civik Employment Agreement, and (ii) the appointment of a permanent Chief Executive Officer (the “Interim Term”).
The Civik Employment Agreement provides that during the Interim Term, Mr. Civik will receive an annualized base salary of $710,000 and will be eligible to receive a target bonus equal to 60% of Mr. Civik’s annualized base salary, prorated based on Mr. Civik’s period of service and contingent upon the achievement of objectives established by the Board. In addition, subject to Board approval, Mr. Civik will be granted an option to purchase a number of shares of the Company’s common stock representing 1.1% of the Company’s outstanding shares common stock as of the Effective Date (the “Initial Stock Option Grant”), vesting in 12-equal monthly installments during Mr. Civik’s service as Interim Chief Executive Officer, commencing on the Effective Date. Upon termination of Mr. Civik’s service as Interim Chief Executive Officer, the Initial Stock Option Grant will cease vesting and any unvested portion of the Initial Stock Option Grant will be forfeited. Subject to Board approval, Mr. Civik will be granted an option to purchase a number of shares of the Company’s common stock representing 0.4% of the Company’s outstanding common stock as of the Effective Date (the “Top-up Grant”), which will be fully vested upon the completion of a successful financing transaction or a successful strategic transaction during the Interim Term or within six months thereafter, as mutually agreed by Mr. Civik and the Board acting in good faith. The Initial Stock Option Grant and the Top-up Grant will be granted under the Company’s 2021 Equity Incentive Plan and the standard form stock option agreement issued thereunder.
The foregoing description of the Civik employment agreement does not purport to be complete and is qualified in their entirety by reference to the complete text of the Civik employment agreement, copy of which will be filed as an exhibit to the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2025.
Other than as described above, there are no arrangements or understandings between Mr. Civik and any other person pursuant to which Mr. Civik was selected as an officer of the Company. Neither Mr. Civik, nor any member of his immediate family, has any direct or indirect material interest in any transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K under the Securities Exchange Act of 1934, as amended (the “Exchange Act”). There is no family relationship between Mr. Civik and any other director or executive officer of the Company.
Item 7.01. Regulation FD Disclosure.
On February 3, 2026, the Company issued a press release announcing the transitions described under Item 5.02 above. A copy of the press release relating to the transitions is furnished herewith as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated by reference herein.
The information furnished under this Item 7.01, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Exchange Act or subject to the liabilities of that section or Sections 11 and 12(a)(2) of the Securities Act of 1933, as amended. The information in this Item 7.01, including Exhibit 99.1, shall not be deemed incorporated by reference into any other filing with the SEC made by the Company, whether made before or after the date hereof, regardless of any general incorporation language in such filing.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
Exhibit No. |
Description |
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Press Release, dated February 6 2026 |
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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 thereunto duly authorized.
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Pyxis Oncology, Inc. |
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February 06, 2025 |
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/s/ Jitendra Wadhane |
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Jitendra Wadhane |
Exhibit 99.1
Pyxis Oncology Announces Interim CEO Appointment and Leadership Transition to Support Strategic Focus and Program Continuity
BOSTON, Feb. 03, 2026 (GLOBE NEWSWIRE) -- Pyxis Oncology, Inc. (Nasdaq: PYXS), a clinical-stage company developing next-generation therapeutics for difficult-to-treat cancers, today announced a leadership transition to continue execution and advancement of the Company’s strategic and clinical goals.
Thomas Civik, a member of Pyxis Oncology’s Board of Directors since the Company’s IPO and a highly experienced biotechnology executive with a proven track record in advancing cancer therapeutics, has been appointed Interim Chief Executive Officer, effective immediately. Lara S. Sullivan, M.D., has stepped down from her roles as President, Chief Executive Officer and Chief Medical Officer.
With Mr. Civik’s appointment, Pyxis Oncology enters this transition with experienced leadership deeply familiar with the Company, its strategy, and its programs. The Company’s established clinical development leadership team will continue to execute ongoing trials and operational priorities without interruption. In parallel, the Board of Directors has initiated a structured search for a permanent Chief Executive Officer.
“The Board has appointed Tom as Interim CEO to ensure strong leadership and continuity,” said John Flavin, Chairman of the Board of Pyxis Oncology. “Tom brings decades of proven experience across oncology development, commercialization, and company building. As a long-term and current Director, he has a deep understanding of Pyxis Oncology’s science and strategy, and we are confident in his ability to guide the organization forward while the Board conducts a comprehensive search for permanent leadership. On behalf of the Board, I would like to thank Lara for her commitment and contributions to Pyxis Oncology throughout a formative period for the Company, including advancing MICVO into the clinic and guiding the Company through a critical period of growth.”
“Serving as President, Chief Executive Officer, and Chief Medical Officer of Pyxis Oncology has been a privilege,” said Lara S. Sullivan, M.D. “I have had the honor to lead Pyxis Oncology over the last six years and am proud of the progress the team has made in advancing MICVO. I am confident in the leadership team’s track record of expertise advancing later stage oncology assets and their ability to lead MICVO through its next stage of clinical development.”
Pyxis Oncology’s lead program, micvotabart pelidotin (MICVO), continues to advance in a Phase 1 monotherapy study in second-line and later recurrent/metastatic head and neck squamous cell carcinoma (R/M HNSCC), as well as a Phase 1/2 study evaluating MICVO in combination with Merck’s anti-PD-1 therapy, pembrolizumab, in first-line and second-line R/M HNSCC. The Company remains focused on prioritizing execution of its current clinical programs and upcoming milestones.
“As we move forward, I am committed to ensuring that we put our collective efforts towards evaluating the potential of MICVO in a timely fashion,” said Thomas Civik, Interim Chief Executive Officer. “Pyxis Oncology has built a strong scientific and clinical foundation, and we remain confident in the potential of our lead program.”
Mr. Civik most recently served as President and Chief Executive Officer of Five Prime Therapeutics, where he led the company through its acquisition by Amgen for $1.9 billion in April 2021. Prior to Five Prime Therapeutics, he was Chief Commercial Officer at Foundation Medicine, where he drove significant growth and oversaw the launch of the first FDA-approved pan-cancer comprehensive genomic profiling test. He most recently served as Chairperson of the Board of ImCheck Therapeutics and Repare Therapeutics, providing strategic and governance oversight, including through their respective acquisitions by Ipsen and XOMA.
Earlier in his career, Mr. Civik spent 17 years at Genentech, holding leadership roles with responsibility for several cornerstone oncology therapies, including Avastin, Tecentriq, Alecensa, and Tarceva. He earned a B.A. from St. Norbert College and an M.B.A. from Northwestern University’s Kellogg School of Management.
About Pyxis Oncology, Inc.
Pyxis Oncology, Inc. is a clinical-stage biopharmaceutical company developing therapeutics for difficult-to-treat cancers. The Company’s lead candidate, micvotabart pelidotin (MICVO), is a first-in-concept antibody-drug conjugate (ADC) that targets extradomain-B of fibronectin (EDB+FN), a non-cellular structural component of the tumor extracellular matrix (ECM). EDB+FN is selectively overexpressed in the tumor microenvironment of a wide range of solid tumors and largely absent from normal adult tissues. MICVO is designed to treat solid tumors through a three-pronged mechanism of action: direct tumor cell killing, bystander effect and immunogenic cell death. MICVO is currently being evaluated in Phase 1 clinical studies in patients with recurrent/metastatic head and neck squamous cell carcinoma (R/M HNSCC) and other solid tumors, both as monotherapy and in combination with Merck’s anti-PD-1 therapy, KEYTRUDA® (pembrolizumab). Pyxis Oncology is focused on advancing MICVO, with the goal of improving outcomes for patients living with R/M HNSCC and contributing to meaningful progress in cancer treatment.
To learn more, visit www.pyxisoncology.com and follow us on LinkedIn.
About Micvotabart Pelidotin (MICVO)
Micvotabart pelidotin (MICVO, formerly PYX-201), is an antibody-drug conjugate (ADC) that uniquely targets extradomain-B of fibronectin (EDB+FN), a non-cellular structural component of the tumor extracellular matrix. MICVO is designed to generate a multi-pronged attack on difficult-to-treat cancers by directly killing cancer cells, reducing extra-cellular matrix density, inhibiting tumor angiogenesis and mobilizing an anti-tumor immune response.
MICVO received Fast Track Designation from the U.S. Food and Drug Administration for the treatment of adult patients with R/M HNSCC whose disease has progressed following treatment with platinum-based chemotherapy and an anti-PD(L)-1 therapy.
KEYTRUDA® is a registered trademark of Merck Sharp & Dohme LLC, a subsidiary of Merck & Co., Inc., Rahway, NJ, USA.
Forward-Looking Statements
This press release contains forward-looking statements for the purposes of the safe harbor provisions under The Private Securities Litigation Reform Act of 1995 and other federal securities laws. These statements are often identified by the use of words such as “anticipate,” “believe,” “can,” “continue,” “could,” “estimate,” “expect,” “intend,” “likely,” “may,” “might,” “objective,” “ongoing,” “plan,” “potential,” “predict,” “project,” “should,” “to be,” “will,” “would,” or the negative or plural of these words, or similar expressions or variations, although not all forward-looking statements contain these words. We cannot assure you that the events and circumstances reflected in the forward-looking statements will be achieved or occur and actual results could differ materially from those expressed or implied by these forward-looking statements. Factors that could cause or contribute to such differences include, but are not limited to, those identified herein, and those discussed in the section titled “Risk Factors” set forth in Part II, Item 1A. of the Company’s Quarterly Report on Form 10-Q filed with SEC on November 3, 2025, and our other filings, each of which is on file with the Securities and Exchange Commission. These risks are not exhaustive. New risk factors emerge from time to time, and it is not possible for our management to predict all risk factors, nor can we assess the impact of all factors on our business or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained in any forward-looking statements. In addition, statements that “we believe” and similar statements reflect our beliefs and opinions on the relevant subject. These statements are based upon information available to us as of the date hereof and while we believe such information forms a reasonable basis for such statements, such information may be limited or incomplete, and our statements should not be read to indicate that we have conducted an exhaustive inquiry into, or review of, all potentially available relevant information. These statements are inherently uncertain, and investors are cautioned not to unduly rely upon these statements. Except as required by law, we undertake no obligation to update any forward-looking statements to reflect events or circumstances after the date of such statements.
Pyxis Oncology Contact
Alex Kane
IR@pyxisoncology.com
Media
Tony Russo, Ph.D.
Russo Partners, LLC
tony.russo@russopartnersllc.com
212-845-4251
FAQ
What leadership change did Pyxis Oncology (PYXS) announce in this 8-K?
What are the key compensation terms for Pyxis Oncology Interim CEO Thomas Civik?
How is Pyxis Oncology (PYXS) structuring stock option grants for the Interim CEO?
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