Kezar Life Sciences Inc.

04/03/2026 | Press release | Distributed by Public on 04/03/2026 14:49

Management Change/Compensation, Termination of Material Agreement (Form 8-K)

Item 1.02 Termination of a Material Definitive Agreement.
On April 1, 2026, Kezar Life Sciences, Inc. (the "Company") entered into a lease termination agreement (the "Lease Termination Agreement") with GNS South Tower, LP (the "Landlord") to terminate that certain lease agreement, dated as of August 16, 2017, as amended (the "Lease"), for approximately 48,714 rentable square feet at 4000 Shoreline Court, San Francisco, California. The Lease Termination Agreement provides for the early termination of the Lease, which was originally scheduled to expire on July 31, 2026, effective as April 1, 2026. As consideration for the Lease Termination Agreement, the Company agreed to pay the Landlord approximately $2 million in fulfillment of its remaining obligations under the Lease, consisting of (i) approximately $1.3 million paid by the Company to Landlord concurrently with the execution of the Lease Termination Agreement and (ii) the Company's surrender of the approximately $0.7 million held by the Landlord as a security deposit.
The foregoing description of the terms of the Agreement is not complete and is qualified in its entirety by reference to the Agreement, a copy of which is filed as Exhibit 10.1 to this Current Report on Form 8-K and incorporated herein by reference.
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On April 1, 2026, the Company and each of Christopher J. Kirk, Ph.D., the Company's Chief Executive Officer, Marc L. Belsky, the Company's Chief Financial Officer and Secretary, and Mark Schiller, the Company's Chief Operating Officer (collectively, the "Officers"), entered into a Separation Agreement (collectively, the "Separation Agreements"). Pursuant to the Separation Agreements, each Officer's employment with the Company will terminate at the Effective Time (as defined below). Each Separation Agreement provides for severance benefits consistent with those resulting from a Covered Termination (as defined in each of Dr. Kirk's, Mr. Belsky's and Mr. Schiller's respective employment agreements) within three months prior to or twelve months following the effective date of a change in control under each of Dr. Kirk's, Mr. Belsky's and Mr. Schiller's respective employment agreements, as described in the Company's definitive proxy statement filed with the Securities and Exchange Commission on April 25, 2025. In addition, (i) Dr. Kirk will receive his Severance Payment (as defined in his respective Separation Agreement) in a lump sum, less applicable payroll deductions and withholdings, and (ii) each of Mr. Belsky and Mr. Schiller will be entitled to receive a one-time cash payment equal to 12 months of cost of health insurance premiums at the time of termination. The foregoing severance benefits are contingent upon a general release of claims set forth in the Separation Agreements.
There were no disagreements between any of Mr. Kirk, Mr. Belsky and Mr. Schiller and the Company.
The foregoing descriptions of the Separation Agreements do not purport to be complete and are qualified by reference to the full text of each agreement, copies of which are filed as Exhibits 10.2, 10.3 and 10.4 to this Current Report on Form 8-K and incorporated herein by reference.
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