Filana Therapeutics (FLNA) director O’Donnell to leave board after 2026 meeting

Q: What board change did Filana Therapeutics (FLNA) disclose in this 8-K?

Filana Therapeutics disclosed that director Michael O’Donnell has decided to resign from its Board of Directors, effective at the conclusion of the 2026 annual meeting of stockholders . He will continue serving as a director until that meeting concludes.

Q: What SEC item does this Filana Therapeutics (FLNA) filing relate to?

The filing relates to Item 5.02 of Form 8-K, covering the departure of directors or certain officers , election of directors, appointment of certain officers, and compensatory arrangements. Here, it specifically addresses a director’s planned resignation from the Board.

Q: Who signed this Filana Therapeutics 8-K reporting the director resignation?

The 8-K was signed on behalf of Filana Therapeutics by Eric J. Schoen , who serves as the Company’s Chief Financial Officer . His signature indicates the report was authorized and submitted under the Company’s standard SEC reporting responsibilities.

Filing Impact

(Moderate)

Filing Sentiment

(Neutral)

Form Type

8-K

Rhea-AI Filing Summary

Filana Therapeutics, Inc. reported that board member Michael O’Donnell has decided to resign from its Board of Directors, effective at the conclusion of the Company’s 2026 annual meeting of stockholders. He will continue to serve as a director until that meeting is completed.

The Company stated that Mr. O’Donnell’s resignation is not due to any disagreement with Filana Therapeutics, its management, or the Board regarding operations, policies, or practices. The report was signed on behalf of the Company by Chief Financial Officer Eric J. Schoen.

Key Terms

Emerging growth company, 2026 annual meeting of stockholders, Item 5.02, Board of Directors

4 terms

Emerging growth company regulatory

"Emerging growth company 5.02: Departure of Directors or Certain Officers"

An emerging growth company is a recently public or smaller public firm that qualifies for temporary, lighter regulatory and disclosure rules to reduce the cost and effort of being public. For investors, it means the company may provide less historical financial detail and face fewer reporting requirements than larger firms, so it can grow more quickly but also carries higher uncertainty—like buying a promising early-stage product with fewer user reviews.

2026 annual meeting of stockholders financial

"effective at the conclusion of Company’s 2026 annual meeting of stockholders"

Item 5.02 regulatory

"5.02: Departure of Directors or Certain Officers; Election of Directors"

Board of Directors financial

"notified the Board of Directors (the “Board”) of Filana Therapeutics, Inc."

The Board of Directors is a group of people chosen by a company's owners to help make big decisions and oversee how the company is run. They act like a team of advisors or managers, making sure the company stays on track and meets its goals. Their choices can influence the company's success and how it grows.

Understanding 8-K Material Events →

04/28/2026 - 04:01 PM

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) April 22, 2026

Filana Therapeutics, Inc.

(Exact name of registrant as specified in its charter)

Delaware	001-49105	91-1911336
(State or other jurisdiction of incorporation)	(Commission File Number)	(I.R.S. Employer Identification Number)

6801 N Capital of Texas Highway, Building 1; Suite 300

Austin, Texas 78731

(Address of principal executive offices, including zip code)

(512) 501-2444

(Registrant’s telephone number, including area code)

(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:

☐	Written communication 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 communication pursuant to Rule 14d-2(b) under the Exchange Act (17CFR 240.14d-2(b))
☐	Pre-commencement communication pursuant to Rule 13e-4(c) under the Exchange Act (17CFR 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, $0.001 par value		FLNA		NASDAQ Capital Market

Indicate by check mark whether the registrant is an emerging growth company as defined in 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. ☐

5.02: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

On April 22, 2026, Michael O’Donnell notified the Board of Directors (the “Board”) of Filana Therapeutics, Inc. (the “Company”) of his decision to resign from the Board, effective at the conclusion of Company’s 2026 annual meeting of stockholders. Mr. O’Donnell will continue to serve as a director until his resignation becomes effective. Mr. O’Donnell’s resignation was not the result of any disagreement with the Company, management, or the Board on any matter relating to the Company’s operations, policies, or practices.

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

	Filana Therapeutics, Inc.
	a Delaware corporation

Date: April 28, 2026
	By:	/s/ ERIC J. SCHOEN
		Eric J. Schoen
		Chief Financial Officer

Source: View Original Filing on SEC EDGAR

FAQ

What board change did Filana Therapeutics (FLNA) disclose in this 8-K?

Filana Therapeutics disclosed that director Michael O’Donnell has decided to resign from its Board of Directors, effective at the conclusion of the 2026 annual meeting of stockholders. He will continue serving as a director until that meeting concludes.

When will Michael O’Donnell’s resignation from Filana Therapeutics’ board become effective?

Michael O’Donnell’s resignation from Filana Therapeutics’ Board will become effective at the conclusion of the Company’s 2026 annual meeting of stockholders. Until that annual meeting is completed, he will remain in place and continue serving as a director.

Did Michael O’Donnell resign from Filana Therapeutics’ board because of a disagreement?

No. Filana Therapeutics stated that Michael O’Donnell’s resignation was not the result of any disagreement with the Company, its management, or the Board on matters related to operations, policies, or practices, indicating an orderly, non-dispute departure.

What SEC item does this Filana Therapeutics (FLNA) filing relate to?

The filing relates to Item 5.02 of Form 8-K, covering the departure of directors or certain officers, election of directors, appointment of certain officers, and compensatory arrangements. Here, it specifically addresses a director’s planned resignation from the Board.

Who signed this Filana Therapeutics 8-K reporting the director resignation?

The 8-K was signed on behalf of Filana Therapeutics by Eric J. Schoen, who serves as the Company’s Chief Financial Officer. His signature indicates the report was authorized and submitted under the Company’s standard SEC reporting responsibilities.

Filing Exhibits & Attachments

4 documents