Sensei Biotherapeutics, Inc. 8-K

What Happened Sensei Biotherapeutics announced on December 22, 2025 that it entered into retention agreements with Christopher Gerry (President and Principal Executive Officer) and Josiah Craver (Senior Vice President of Finance and Principal Finance and Accounting Officer). The agreements amend parts of their employment contracts, setting base salaries effective November 14, 2025 and establishing annual target bonus and retention/severance provisions.

Key Details

• Base salaries: $425,000 for Christopher Gerry and $400,000 for Josiah Craver, each effective November 14, 2025.
• Target bonus: Each is eligible for an annual target bonus equal to 40% of base salary beginning for the year ending December 31, 2026.
• Retention bonuses: (i) a first retention bonus equal to the full target 2025 annual bonus if employed through February 13, 2026 (or if terminated without cause or resigns for good reason before that date, not in connection with a change in control); (ii) a second retention bonus equal to the 2026 target bonus prorated for months worked in 2026 if terminated without cause or resigns for good reason prior to 2026 bonus payment.
• Severance multiplier & condition: If the termination without cause or resignation for good reason is not in connection with a change in control, the employee is entitled to two times the second retention bonus. Payment of these severance/retention benefits is contingent on timely execution of a separation agreement and release of claims.
• Filing note: Copies of the full retention agreements will be filed as exhibits to the Company’s Form 10‑K for the year ending December 31, 2025.

Why It Matters These retention agreements increase guaranteed base pay and create structured bonus and severance incentives intended to retain senior management. For investors, the items to watch are potential near‑term cash outflows for retention and severance payments and any related impact on operating expenses. The full agreements (to be filed with the 10‑K) will provide additional detail on timing and total potential obligations.