DNA X Inc.

08/27/2026 | Press release | Distributed by Public on 08/27/2026 05:33

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.

On August 21, 2026, the compensation committee of the board of directors (the "Board") of DNA X, Inc. (the "Company") approved the grant of a cash award (each, a "Substitute Cash Grant") to all members of the Board, including Mike Mulica, the Company's Chief Executive Officer, in lieu of a grant of restricted stock units ("RSUs") under the Company's 2019 Equity Incentive Plan (the "EIP") due to the unavailability of shares of common stock under the EIP. The amount of the Substitute Cash Grant will be determined using the following methodology, which was designed to closely replicate RSU vesting under the Company's current non-employee director compensation policy:

Assumptions:

(i) A number of RSUs valued at $60,000, based on the fair market value of the Company's common stock on August 21, 2026, the date of the Committee meeting (the "Phantom RSUs"), has been granted.
(ii) The Phantom RSUs will vest upon the earlier of (x) the Company's 2027 annual meeting of stockholders and (y) a change in control of the Company (the "Vesting Event").

Calculation:

The Substitute Cash Grant will equal the fair market value of the Company's common stock underlying the Phantom RSUs at the time of the Vesting Event and will be payable as of the Vesting Event.

DNA X Inc. published this content on August 27, 2026, and is solely responsible for the information contained herein. Distributed via EDGAR on August 27, 2026 at 11:33 UTC. If you believe the information included in the content is inaccurate or outdated and requires editing or removal, please contact us at [email protected]