STOCK TITAN
  1. Home
  2. Sec-filings
  3. XCUR
  4. [8-K] EXICURE, INC. Reports Material Event

New directors join Exicure (NASDAQ: XCUR) board as compensation committee forms

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

Rhea-AI Filing Summary

Exicure, Inc. is reshaping its board and governance structure. Director Ham Jung Kyu resigned from the Board effective June 30, 2026. The Board size will increase from five to six directors on the same date, expanding the number of Class III directors.

To fill the resulting seats, the Board appointed Han Eui Seok and Go Jin Young as Class III directors, effective June 30, 2026. The Board determined that Mr. Han qualifies as an independent director under Nasdaq Listing Rule 5605(a)(2), while Mr. Go does not, due to his anticipated role as a non-independent director.

The Board also created a new Compensation Committee, effective June 30, 2026, naming Mr. Han as Chair and Dongho Lee as a member. The company states there are no related-party transactions, special arrangements, or family relationships involving the new directors that require disclosure.

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.
Board size after change 6 directors Effective June 30, 2026
Board size before change 5 directors Prior to June 30, 2026
Resignation effective date June 30, 2026 Director Ham Jung Kyu departure
Board approval date June 24, 2026 Resignation acceptance and appointments
Age of Han Eui Seok 52 years Biographical detail for new director
Age of Go Jin Young 50 years Biographical detail for new director
Class III director financial
"appointed Go Jin Young to serve as a Class III director of the Company"
A Class III director is a board member placed in one of the numbered groups used by companies with a staggered (or “classified”) board; that director’s seat typically comes up for election in the third year of a three-year rotation. For investors this matters because staggered terms create continuity but also make it harder to replace the whole board quickly, affecting shareholder influence, takeover dynamics and how fast new strategy or accountability can be implemented — like replacing only some players on a sports team each season instead of the whole roster at once.
Nasdaq Listing Rule 5605(a)(2) regulatory
"The Board determined that Mr. Han qualifies as an independent director under Nasdaq Listing Rule 5605(a)(2)."
Nasdaq Listing Rule 5605(a)(2) sets the criteria Nasdaq uses to decide whether a company’s board members are independent, listing examples of relationships or ties that would disqualify a director from being considered independent. Investors care because a board with genuinely independent directors acts like an impartial referee overseeing management decisions, reducing conflicts of interest and improving the chance that shareholder interests are protected and corporate decisions are scrutinized effectively.
independent director financial
"The Board determined that Mr. Han qualifies as an independent director under Nasdaq Listing Rule 5605(a)(2)."
An independent director is a member of a company's board of directors who is not involved in the company's day-to-day operations and has no significant relationships with the company that could influence their judgment. Their role is to provide unbiased oversight and ensure the company is managed in the best interests of all shareholders. This helps build trust and confidence among investors by promoting transparency and accountability.
Compensation Committee financial
"the Board approved the formation of a Compensation Committee, effective as of June 30, 2026"
A compensation committee is a group within a company's leadership responsible for setting and reviewing how much top executives and employees are paid, including salaries, bonuses, and benefits. It matters to investors because fair and effective pay decisions can influence a company's performance, leadership motivation, and overall governance, helping ensure that the company’s management is aligned with shareholders’ interests.
Item 404(a) of Regulation S-K regulatory
"any transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K."
See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google
Add on Google
Understanding 8-K Material Events →
0001698530false00016985302026-06-302026-06-30

 

 

 

 

 

 

 

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): June 30, 2026

____________________

Exicure, Inc.

(Exact Name of Registrant as Specified in its Charter)

____________________

Delaware

001-39011

81-5333008

(State or Other Jurisdiction

of Incorporation)

(Commission

File Number)

(IRS Employer

Identification No.)

 

400 Seaport Court, Suite 102

 

 

Redwood City, CA

 

94063

(Address of Principal Executive Offices)

 

(Zip Code)

 

 

Registrant’s telephone number, including area code: (847) 673-1700

____________________

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, par value $0.0001 per share

 

XCUR

 

The Nasdaq Stock Market LLC

 

 

 

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

 

 

Director Resignation, Board Size Increase, Director Appointments, and Formation of Compensation Committee

 

On June 24, 2026, Ham Jung Kyu resigned from the Board of Directors (the “Board”) of Exicure, Inc. (the “Company”), effective as of June 30, 2026. The resignation of Mr. Ham did not result from any disagreement regarding any matter related to the operations, policies or practices of the Company.

 

On June 24, 2026, the Board approved an increase in the size of the Board from five (5) directors to six (6) directors, effective as of June 30, 2026, and approved a corresponding increase in the number of Class III directors.

 

To fill the vacancy created by the resignation of Ham Jung Kyu, the Board appointed Go Jin Young to serve as a Class III director of the Company, effective as of June 30, 2026. To fill the newly created directorship resulting from the increase in the size of the Board, the Board appointed Han Eui Seok to serve as a Class III director of the Company, effective as of June 30, 2026.

 

The Board determined that Mr. Han qualifies as an independent director under Nasdaq Listing Rule 5605(a)(2). The Board determined that Mr. Go does not qualify as an independent director under Nasdaq Listing Rule 5605(a)(2) due to his anticipated role as a non-independent director of the Company.

 

In connection with the appointments, the Board approved the formation of a Compensation Committee, effective as of June 30, 2026, and appointed Mr. Han to serve as Chair of the Compensation Committee and Dongho Lee to serve as a member.

 

Neither Mr. Go nor Mr. Han has any direct or indirect material interest in any transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K. There are no arrangements or understandings between either Mr. Go or Mr. Han and any other person pursuant to which they were elected as directors. There are no family relationships between either Mr. Go or Mr. Han and any director or executive officer of the Company.

 

Biographical Information of New Directors:

 

Han Eui Seok, age 52, has extensive experience in brand strategy, corporate identity design, and business development. Since 2018, Mr. Han has served as the Chief Executive Officer of Sui Generis Co., Ltd., a firm specializing in design, branding, and publishing. From 2022 to 2024, he served as the Chief Executive Officer of Archangel Investment Co., Ltd., providing management consulting services. Prior to that, from 2001 to 2017, Mr. Han held various leadership and design roles, including Designer at Opti Design Co., Ltd., Marketing Team Leader at IT Line Co., Ltd., Head of Business Planning at VH& Co., Ltd., and Head of Business Planning at Medilounge Co., Ltd. Mr. Han holds a Bachelor’s degree in Visual Design from Kyungwon University and completed the 5th Corporate Image Program at Yonsei University. He is currently pursuing a Master’s degree in Smart City Convergence Technology within the Department of Convergence Industry at Seoul Venture Graduate University.

 

Go Jin Young, age 50, brings a diverse background in corporate leadership, academia, and public committees. Mr. Go currently serves as the Chief Executive Officer of Ghana Enterprise and as an Adjunct Professor at Honam University. Previously, he served as the Vice Chairman of the Human Rights Committee and as the Vice Chairman of the Culture and Arts Committee for the Democratic Party of Korea. Mr. Go completed his doctoral coursework at Honam University.

 

 

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: June 30, 2026

EXICURE, INC.

 

(registrant)

 

 

 

 

By:

/s/ Jung Soo Kim

 

 

Jung Soo Kim

 

 

Chief Executive Officer

 

 

Source: View Original Filing on SEC EDGAR

FAQ

What board changes did Exicure (XCUR) announce in this 8-K?

Exicure announced that director Ham Jung Kyu will resign effective June 30, 2026, and the Board will expand from five to six members. Two new Class III directors, Han Eui Seok and Go Jin Young, will join the Board on the same date.

Who are the new directors appointed to Exicure (XCUR)’s Board?

Exicure appointed Han Eui Seok and Go Jin Young as Class III directors effective June 30, 2026. Mr. Han has a background in design, branding, and business planning, while Mr. Go brings experience in corporate leadership, academia, and public committee roles.

Is either new Exicure (XCUR) director considered independent under Nasdaq rules?

The Board determined that Han Eui Seok qualifies as an independent director under Nasdaq Listing Rule 5605(a)(2). It also determined that Go Jin Young does not qualify as independent because of his anticipated role as a non-independent director of the company.

What new board committee did Exicure (XCUR) establish?

Exicure’s Board formed a Compensation Committee effective June 30, 2026. The Board appointed Han Eui Seok as Chair and existing director Dongho Lee as a member, formalizing board-level oversight of executive and director compensation matters.

Why did Exicure (XCUR) say director Ham Jung Kyu resigned?

Exicure reported that director Ham Jung Kyu resigned from the Board effective June 30, 2026. The company specified that his resignation did not result from any disagreement regarding its operations, policies, or practices.

Filing Exhibits & Attachments

1 document

Other Documents