Altimmune宣布两名生物医药高管加入董事会，三名董事计划2027年年会退休

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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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):
October 23, 2026
ALTIMMUNE, Inc.
(Exact name of registrant as specified in its
charter)
Delaware
001-32587
20-2726770
(State or other jurisdiction
of incorporation)
(Commission
File Number)
(IRS Employer
Identification No.)
910 Clopper Road,
Suite 201S
Gaithersburg
,
Maryland
20878
(Address of principal executive offices)
(Zip Code)
Registrant’s telephone number including
area code: (
240
)
654-1450
(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, par value $0.0001 per share
ALT
The NASDAQ Global 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 Election
of Directors; Appointment of Certain Officers; Departure of Directors or Certain Officers; Compensatory Arrangements of Certain
Officers
On October 23, 2026,
the Board of Directors, upon the recommendation of the Nominating and Corporate Governance Committee of the Board, appointed Peter Greenleaf
and Alex Howarth as directors of the Board effective November 2, 2026, and approved an increase in its size from nine to eleven directors.
Mr. Greenleaf (54), most
recently served as the Chief Executive Officer and member of the board of directors of Aurinia Pharmaceuticals Inc. (Nasdaq: AUPH). From
March 2018 to April 2019, Mr. Greenleaf served as the CEO of Cerecor Pharmaceuticals, Inc. (now Avalo Therapeutics, Inc.).
Prior to joining Cerecor, Mr. Greenleaf served as CEO and Chairman of Sucampo Pharmaceuticals, Inc. from March 2014 to
February 2018. From June 2013 to March 2014, he served as CEO and a member of the board of directors of Histogenics Corporation,
a regenerative medicine company. From 2006 to 2013, Mr. Greenleaf was employed by MedImmune LLC, the global biologics arm of AstraZeneca,
where he most recently served as President. From January 2010 to June 2013, he also served as President of MedImmune Ventures.
Mr. Greenleaf also held senior commercial roles at Centocor, Inc. (now Janssen Biotechnology, Johnson & Johnson) from
1998 to 2006 and at Boehringer Mannheim (now Roche Holdings) from 1996 to 1998. Mr. Greenleaf currently serves as Chairman of the
board of directors of Pelthos Therapeutics, Inc. (NYSE: PTHS) and as a member of the board of directors at Revolo Biotherapeutics.
He has also served as a board member of BDSI from 2018 through March 2022 and Antares Pharmaceuticals from 2018 through the second
quarter of 2022 and of Aurinia Therapeutics from 2019 through April 2026. Mr. Greenleaf earned an MBA from St. Joseph’s
University and a B.S. from Western Connecticut State University.
Mr. Howarth (58), most
recently served as the Chief Financial Officer of Madrigal Pharmaceuticals, Inc. (Nasdaq: MDGL), a role he held from May 2021
through May 2024. Prior to joining Madrigal, Mr. Howarth was the Chief Operating Officer of Akcea Therapeutics, Inc. (Nasdaq:
AKCA) from November of 2019 through the acquisition (in October of 2020) by Ionis Pharmaceuticals, Inc. until December 2020.
Before Akcea, Mr. Howarth was the President (from January to November of 2019) and Chief Financial Officer (from September of
2015 to November of 2019) at Lycera Corp. Mr. Howarth has also held roles as Chief Financial Officer and Chief Business Officer
at moksha8 Pharmaceuticals, Inc., from May 2007 to September of 2015, and prior to this served as Chief Business Officer
at Vitae Pharmaceuticals, Inc. and Head of Venture Partnerships at GlaxoSmithKline plc. Mr. Howarth earned a Bachelor of Applied
Science in Biochemistry from the University of Bath and qualified as a Chartered Accountant in the United Kingdom.
Mr. Greenleaf and Mr. Howarth
will be compensated for their service as non-employee directors pursuant to the Company’s Non-Employee Director Compensation Policy.
Each of Mr. Greenleaf and Mr. Howarth will receive an initial equity award of stock options to purchase 160,000 shares of the
Company’s common stock pursuant to the Company’s 2017 Omnibus Incentive Plan. Each of them is also entitled to receive an
annual cash retainer of $40,000 as a member of the Board. The Company also entered into indemnification agreements with Mr. Greenleaf
and Mr. Howarth in substantially the same form as those entered into with the other directors of the Company.
There are no arrangements
or understandings between any of Mr. Greenleaf or Mr. Howarth and any other person pursuant to which any of Mr. Greenleaf
or Mr. Howarth was selected as a director of the Company. Neither of Mr. Greenleaf nor Mr. Howarth has any family relationship
with any director or executive officer of the Company or any direct or indirect material interest in any transaction required to be disclosed
pursuant to Item 404(a) of Regulation S-K.
Resignation and Appointment
of Certain Directors and Officers.
On October 23, 2026, each of John Gill, Mitchell Sayare and Dr. Klaus Schafer notified
the Board of Directors (the “Board”) of Altimmune, Inc. (the “Company”), of his decision to retire and not
stand for re-election to the Board at the Company’s 2027 annual meeting of stockholders (the “2027 Annual Meeting”).
Each of Mr. Gill, Mr. Sayare and Dr. Schafer will continue to serve as a director of the Company until the 2027 Annual
Meeting. The foregoing is not due to any disagreement with the Company on any matter relating to the Company’s operations, policies
or practices.
Item 7.01 Regulation FD Disclosure
On October 27, 2026, the Company issued a
press release announcing the appointments to the Board as discussed above. The full text of this press release is attached hereto as Exhibit 99.1
and is incorporated by reference herein. The information in this Item 7.01 and Exhibit 99.1 attached hereto is intended to be furnished
and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange
Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under
the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference to such filing.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits
No.
Description
99.1
Press Release of Altimmune, Inc. dated October 27, 2026
104
Cover Page Interactive Data File (embedded within the Inline XBRL document)
SIGNATURE
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.
ALTIMMUNE, INC.
By:
/s/ Gregory Weaver
Name: Gregory Weaver
Title: Chief Financial Officer
Dated: October 27, 2026

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EX-99.1
2
tm2628339d1_ex99-1.htm
EXHIBIT 99.1
Exhibit 99.1
Altimmune Appoints Peter Greenleaf and Alex
Howarth, Two Leading Biotech Executives, to Board of Directors to Support Its Strategic Evolution
Board appointments align with successful transition
to late-stage clinical Company developing pemvidutide as a differentiated liver franchise with multiple potential indications
As part of this transition, John M. Gill, Mitchel
Sayare, Ph.D., and Klaus O. Schafer, M.D., MPH, will retire from the Board at the Company’s 2027 Annual Meeting
MORRISTOWN, N.J., October 27, 2026
(GLOBE NEWSWIRE) –
Altimmune, Inc.
(Nasdaq: ALT), a biopharmaceutical company advancing pemvidutide, an investigational glucagon/GLP-1 dual
receptor agonist, in serious liver diseases, today announced that Peter Greenleaf and Alex Howarth will join the company’s board
of directors, effective November 2, 2026.
“We are thrilled to welcome Peter and Alex to the Altimmune Board
of Directors,” said Jerry Durso, Chief Executive Officer (CEO) and Chairman of the Board of Altimmune. “These two proven executive
industry leaders bring strategic perspectives in drug development, commercialization and corporate development that will be a valuable
addition to the Altimmune Board as we continue to progress pemvidutide as a differentiated liver franchise. With our Phase 3 MASH trial
funded and ongoing, along with outstanding Phase 2 data in AUD, now is the right time to evolve our Board of Directors.”
As part of a planned transition process, John M. Gill, Mitchel Sayare,
Ph.D., and Klaus O. Schafer, M.D., MPH, will retire from the Board and not stand for reelection at the end of their current one-year terms
at the Company’s 2027 Annual Meeting.
“On behalf of the Board of Directors, I would like to thank
John, Mitch and Klaus for their long-term contributions to Altimmune, culminating with the significant progress that we believe will enable
a successful future addressing serious liver diseases,” said Durso. “Important milestones achieved for the Company include
accelerating the clinical development of pemvidutide, rebuilding the management team with late-stage development capabilities, and securing
needed financing. This Board succession plan is intended to build on our momentum.”
Mr. Greenleaf has extensive experience guiding publicly traded
biopharmaceutical companies through corporate strategy, business development, M&A, advancing drug pipelines, commercialization, and
board governance. He has served on multiple public and private boards during his career and is currently the Chairman of Pelthos Therapeutics
(Nasdaq: PTHS) and a director of Revolo Biotherapeutics, a private biotechnology company. Mr. Greenleaf most recently served as CEO
at Aurinia Pharmaceuticals, where he scaled the company from a single-asset development-stage company to a commercial enterprise. Previously,
he was CEO and Chairman of Sucampo Pharmaceuticals, overseeing its sale for approximately $1.2 billion, and has also served as CEO of
Cerecor and Histogenics. Mr. Greenleaf earned a Master of Business Administration from St. Joseph’s University, Philadelphia,
and Bachelor of Science from Western Connecticut State University, Danbury, Conn.
“Altimmune’s exceptional recent progress has positioned
it for a successful transition into a late-stage development company," said Mr. Greenleaf. “I look forward to working
with the Board and management team in our efforts to establish Altimmune as a potential category leader in the treatment of liver diseases
and fully realize the strategic value of pemvidutide.”
Mr. Howarth is an industry leading financial executive with a
lengthy record of success within commercial-stage public and private biotech and specialty pharma companies, including completing more
than 30 licensing and M&A transactions. He most recently served as Chief Financial Officer (CFO) with Madrigal Pharmaceuticals, leading
strategic planning to transition the company into a commercial organization that launched the first approved treatment for MASH. Prior
to joining Madrigal, Mr. Howarth was Chief Operating Officer of Akcea Therapeutics, where he led its sale in a transaction valued
at $2 billion. Earlier roles include President and CFO at Lycera Corporation and CFO at moksha8. Mr. Howarth is a Fellow Chartered
Accountant and holds a BSc in Biochemistry from the University of Bath in the United Kingdom.
"Altimmune’s strategic plan and balance sheet are strong,
offering significant leverage to support future growth," said Mr. Howarth. “I am eager to work with my Board colleagues
to capitalize on these and other drivers to move pemvidutide quickly and efficiently through Phase 3 development and towards commercialization.”
About Pemvidutide
Pemvidutide is a novel, investigational peptide with balanced 1:1 glucagon/GLP-1
dual receptor agonist activity that has an effect on reducing liver fat, inflammation, and fibrosis, in development for the treatment
of metabolic dysfunction-associated steatohepatitis (MASH), alcohol use disorder (AUD) and alcohol-associated liver disease (ALD). The
activation of glucagon receptors results in direct effects on the liver, while GLP-1 receptors mediate metabolic effects such as appetite
suppression and weight loss and are involved in pathways related to craving and reward.
The FDA granted Fast Track designations to pemvidutide for the treatment
of MASH and AUD, as well as Breakthrough Therapy Designation for MASH. In December 2025, the Company announced topline 48-week data
from the IMPACT Phase 2b trial in MASH. In July 2026, the PERFORMA Phase 3 trial, a global, randomized, double-blind, placebo-controlled,
parallel-group study of pemvidutide in patients with MASH was initiated. In July 2026, the Company announced positive topline results
from the RECLAIM Phase 2 trial in AUD. In August 2026, the Company announced completion of enrollment of the RESTORE Phase 2 trial
in ALD.
About Altimmune
Altimmune is a late clinical-stage biopharmaceutical company developing
pemvidutide for patients with serious liver diseases. Pemvidutide, a unique dual-action investigational therapy targeting both glucagon
and GLP-1 receptors in a balanced 1:1 ratio, is in late-stage clinical development for the treatment of metabolic dysfunction-associated
steatohepatitis (MASH), recently showed robust results in the RECLAIM Phase 2 trial in alcohol use disorder (AUD) and is being studied
in alcohol-associated liver disease (ALD). For more information, please visit
www.altimmune.com
As of November 1, 2026, Altimmune’s new address is 350 Mount
Kemble Avenue, Suite 1001, Morristown, NJ 07960.
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Forward-Looking Statements
Any statements made in this press release related to the Company’s
board succession planning, development or commercialization of pemvidutide, an investigational product candidate, and other business,
regulatory and financial matters including without limitation, clinical trial study design, status, correspondence, results and data,
including the ongoing PERFORMA and RESTORE trials, the timing of key milestones for the Company’s clinical programs, future plans
or expectations for pemvidutide for the treatment of MASH, AUD and ALD, the potential benefits of Fast Track and Breakthrough Therapy
Designations, including potential regulatory timeline and approval benefits, the Company’s financial position, and the prospects
for receiving regulatory approval or commercializing or selling any product or drug candidates are forward-looking statements within
the meaning of the Private Securities Litigation Reform Act of 1995. In addition, when or if used in this press release, the words "may,"
"could," "should," "anticipate," "believe," "estimate," "expect," "intend,"
"plan," "predict" and similar expressions and their variants, as they relate to Altimmune, Inc. may
identify forward-looking statements. The Company cautions that these forward-looking statements are subject to numerous assumptions,
risks, and uncertainties, which change over time. Important factors that may cause actual results to differ materially from the results
discussed in the forward-looking statements or historical experience include risks and uncertainties, including risks relating to: delays
in regulatory review, manufacturing and supply chain interruptions, access to clinical sites, enrollment, adverse effects on healthcare
systems and disruption of the global economy;  the reliability of the results of studies relating to human safety and possible adverse
effects resulting from the administration of the Company's product candidates; the Company's ability to manufacture clinical trial materials
on the timelines anticipated; and the success of future product advancements, including the success of future clinical trials. Further
information on the factors and risks that could affect the Company's business, financial conditions and results of operations are contained
in the Company's filings with the U.S. Securities and Exchange Commission, including under the heading "Risk Factors" in the
Company's most recent annual report on Form 10-K, quarterly report on Form 10-Q and the Company’s other filings with
the SEC, which are available at
www.sec.gov
.
Investor Contact:
Luis Sanay, CFA
ir@altimmune.com
Media Contact:
Marisa Sharkey
media@altimmune.com