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Board reshuffle at Solid Biosciences (NASDAQ: SLDB) balances director classes

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Solid Biosciences Inc. reported a technical change to its Board structure. Effective at 4:00 p.m. Eastern Time on April 10, 2026, director Ilan Ganot resigned from the Class III director group and was immediately reappointed as a Class I director.

This adjustment sets both Class I and Class III at three directors each and is described as being for the sole purpose of achieving an equal balance among the Board’s three classes. Mr. Ganot’s new Class I term will run until the 2028 Annual Meeting of Stockholders.

The company plans to ask stockholders at the 2026 Annual Meeting to ratify, on an advisory basis, Mr. Ganot’s appointment as a Class I Director, reflecting its corporate governance focus. His compensation arrangements remain unchanged, and he will not receive any additional compensation for this reclassification.

Positive

  • None.

Negative

  • None.
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.
Effective time of change 4:00 p.m. Eastern Time Time on April 10, 2026 when board reclassification became effective
Board class sizes Three Class I and three Class III directors Board adjusted class sizes to balance membership among three classes
Advisory ratification meeting 2026 Annual Meeting of Stockholders Stockholders will be asked to ratify Ilan Ganot’s Class I appointment
New term end 2028 Annual Meeting of Stockholders Expiration of Ilan Ganot’s term as Class I director
Emerging growth company regulatory
"Emerging growth company Item 5.02 Departure of Directors"
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.
Class I Director regulatory
"the appointment of Mr. Ganot as a Class I Director"
A class I director is a member of a company’s board who belongs to one of several groups whose terms expire in a specified year under a staggered election system; each class is elected on a different cycle so only a portion of the board faces re-election each year. This matters to investors because it affects how quickly control of the board can change, the company’s continuity and oversight, and the ease of mounting or defending against takeover efforts—think of a team where only some players are replaced each season rather than the whole roster at once.
Annual Meeting of Stockholders regulatory
"at the Company’s 2028 Annual Meeting of Stockholders"
good corporate governance practices regulatory
"in keeping with the Company’s commitment to good corporate governance practices"
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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): April 10, 2026

 

 

Solid Biosciences Inc.

(Exact name of Registrant as Specified in Its Charter)

 

 

Delaware

001-38360

90-0943402

(State or Other Jurisdiction
of Incorporation)

(Commission File Number)

(IRS Employer
Identification No.)

 

 

 

 

 

500 Rutherford Avenue

 

Charlestown, Massachusetts

 

02129

(Address of Principal Executive Offices)

 

(Zip Code)

 

Registrant’s Telephone Number, Including Area Code: (617) 337-4680

 

 

(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 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 $0.001 par value per share

 

SLDB

 

The 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.

For the sole purpose of achieving an equal balance of membership among the three classes of the Board of Directors (the “Board”) of Solid Biosciences Inc. (the “Company”), effective at 4:00 p.m., Eastern Time, on April 10, 2026, Ilan Ganot, a member of the Board who was serving in Class III (which class will be up for election at the Company’s 2027 Annual Meeting of Stockholders), resigned from the Board. Effective simultaneously with Mr. Ganot’s resignation, the Board decreased the number of Class III directors to three, increased the number of Class I directors to three and appointed Mr. Ganot to fill the vacancy in Class I (with a term expiring at the Company’s 2028 Annual Meeting of Stockholders). Because Mr. Ganot moved from Class III to Class I and therefore will not stand for re-election by our stockholders at the Company’s 2027 Annual Meeting of Stockholders, in keeping with the Company’s commitment to good corporate governance practices, the Company will ask its stockholders to ratify, on an advisory basis, the appointment of Mr. Ganot as a Class I Director at the Company’s 2026 Annual Meeting of Stockholders.

 

There were no changes to any of Mr. Ganot’s compensation arrangements with the Company and there is no compensation due to Mr. Ganot as a result of his resignation from the Board and his appointment to the Board as a Class I Director.

 


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.

 

 

 

SOLID BIOSCIENCES INC.

 

 

 

 

Date:

April 10, 2026

By:

/s/ Alexander Cumbo

 

 

 

Name: Alexander Cumbo
Title: Chief Executive Officer

 


FAQ

What board change did Solid Biosciences (SLDB) disclose in this 8-K?

Solid Biosciences disclosed that director Ilan Ganot resigned from the Board as a Class III director and was immediately reappointed as a Class I director. The move is explicitly described as being for the sole purpose of balancing membership among the Board’s three director classes.

Why did Solid Biosciences (SLDB) move Ilan Ganot from Class III to Class I?

The company stated the change was made solely to achieve an equal balance of membership among the Board’s three classes. By shifting Ilan Ganot from Class III to Class I, both director classes now have three members, aligning the Board’s staggered structure more evenly.

How long will Ilan Ganot’s new term as a Class I director at SLDB last?

Following his reappointment as a Class I director, Ilan Ganot’s term will expire at Solid Biosciences’ 2028 Annual Meeting of Stockholders. Previously, as a Class III director, his seat would have been up for election at the company’s 2027 Annual Meeting of Stockholders.

Will Solid Biosciences (SLDB) shareholders vote on Ilan Ganot’s new Class I role?

Solid Biosciences plans to ask shareholders at its 2026 Annual Meeting to ratify, on an advisory basis, Ilan Ganot’s appointment as a Class I Director. This advisory ratification aligns with the company’s stated commitment to good corporate governance practices and shareholder involvement in board matters.

Did Ilan Ganot receive any additional compensation for this board reclassification at SLDB?

The company reported no changes to Ilan Ganot’s compensation arrangements and no compensation due as a result of his resignation from the Board as a Class III director and his simultaneous appointment as a Class I Director. The change is portrayed as structural rather than financial.

How did Solid Biosciences (SLDB) alter the size of its Board classes?

Simultaneously with Ilan Ganot’s move, the Board reduced the number of Class III directors to three and increased the number of Class I directors to three. This realignment is designed to equalize membership among the three director classes without changing the overall Board size or role definitions.

Filing Exhibits & Attachments

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