Management Change/Compensation (Form 8-K)

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

Appointment of James Bligh

On August 31, 2026 (the "Effective Date"), CDT Equity Inc (the "Company") appointed Mr. James Bligh to serve as Chief Executive Officer, effective immediately. Following Mr. Bligh's appointment as Chief Executive Officer, he will also continue to serve as a member of the Company's Board of Directors (the "Board") and as the Company's Chief Financial Officer until a successor is named. Mr. Bligh's business experience and age are included in the Company's Definitive Proxy Statement on Schedule 14A, filed with the Securities and Exchange Commission on August 11, 2026 (the "Proxy Statement"), and are incorporated by reference herein.

In connection with Mr. Bligh's appointment as Chief Executive Officer, on the Effective Date, the Company entered into an employment agreement with Mr. Bligh (the "Bligh Employment Agreement"). Under the Bligh Employment Agreement, Mr. Bligh will serve as Chief Executive Officer. Mr. Bligh will also serve as a member of the Board, without additional compensation. Mr. Bligh will receive an annual base salary of $600,000 and is eligible to earn an annual cash performance bonus with a target of 50% of his base salary, based on his and the Company's attainment of financial or other performance criteria established by the Board. Mr. Bligh will also be entitled to participate in employee benefit plans generally made available to other senior officers of the Company and to be reimbursed for all ordinary and reasonable out of pocket business expenses incurred in connection with his service as Chief Executive Officer.

Either party may terminate the Bligh Employment Agreement by giving not less than 12 months' written notice. The Company may, in its sole discretion, terminate Mr. Bligh's employment with immediate effect and without notice by making a payment in lieu of notice equal to his base salary for the unexpired portion of the notice period (the "Payment in Lieu of Notice"). The Company may also terminate Mr. Bligh's employment immediately for Cause (as defined in the Bligh Employment Agreement), without notice and without Payment in Lieu of Notice. If Mr. Bligh's employment terminates for any reason other than Cause, he is eligible to receive a pro-rated target bonus for the portion of the fiscal year served prior to the date of termination. The Bligh Employment Agreement also contains customary provisions regarding confidentiality, non-interference with Company employees for one year following termination, cooperation with the Company following termination, and assignment of inventions. The Bligh Employment Agreement is governed by the laws of the Cayman Islands. The foregoing description of the Bligh Employment Agreement is qualified in its entirety by reference to the full text of the Bligh Employment Agreement, a copy of which is filed hereto as Exhibit 10.1 and is incorporated herein by reference.

Mr. Bligh is not a party to any material plan, contract or arrangement with the Company, except for the Bligh Employment Agreement, and there are no arrangements or understandings between Mr. Bligh and any other person pursuant to which Mr. Bligh was selected to serve as Chief Executive Officer of the Company, nor is Mr. Bligh a participant in any related party transaction required to be reported pursuant to Item 404(a) of Regulation S-K, except as disclosed in the Company's Proxy Statement, which is incorporated herein by reference. There are no family relationships between Mr. Bligh and any other director or executive officer of the Company.

Resignation of Dr. Andrew Regan

On the Effective Date, Dr. Andrew Regan notified the Board of his resignation from both the Board and his position as Chief Executive Officer effective immediately. Dr. Regan's decision to resign was not the result of any disagreement with the Company on any matter relating to the Company's operations, policies, or practices. In connection with his resignation, the Company will pay Dr. Regan a severance payment in the amount of $50,000 a month for the next six months. Following Dr. Regan's resignation, the Board was reduced from five to four members.