Grace Therapeutics, Inc. 8-K

What Happened
Grace Therapeutics, Inc. (GRCE) filed an 8‑K (filed Jan 12, 2026) disclosing that on January 10, 2026 it executed amendments to the letter agreements governing severance for Prashant Kohli (CEO), Robert J. DelAversano (Principal Financial Officer & VP, Finance), Amresh Kumar (VP, Program Management), Carrie D’Andrea (VP, Clinical Operations) and R. Loch Macdonald (Chief Medical Officer). The amendments replace certain prior severance terms and set specific cash and COBRA continuation payments for terminations without Cause and for terminations or resignations for Good Reason in connection with a Change in Control.

Key Details

• Amendments effective January 10, 2026; CEO letter agreement originally dated August 12, 2024 (amended Nov 12, 2025); other officers’ agreements dated Nov 12, 2025.
• If terminated by the company without Cause (absent a Change in Control): executives receive accrued pay/benefits plus continued base salary and COBRA for six months (CEO receives 12 months). Unvested equity is forfeited in this scenario.
• If terminated without Cause or resigning for Good Reason in connection with or within 12 months after a Change in Control: executives receive accrued pay/benefits plus a cash payment equal to six months’ base salary plus target bonus and six months’ COBRA (CEO: 18 months for cash and COBRA). Unvested awards fully vest and become exercisable in this scenario.
• Payments are conditioned on the executive executing, delivering and not revoking a general release of claims.

Why It Matters
These amendments clarify and formalize severance and change‑in‑control protections for the company’s top executives. For investors, the provisions can affect potential cash obligations and equity vesting outcomes in the event of executive terminations or a change of control (e.g., merger or acquisition). The CEO receives the largest protections (longer salary/COBRA continuation and greater post‑CIC cash/COBRA duration), and the acceleration of equity vesting on a Change in Control could influence dilution and management retention outcomes in a transaction.