Aardvark Therapeutics, Inc. 8-K

What Happened
Aardvark Therapeutics (AARD) filed an 8‑K on Feb. 12, 2026 reporting that it has established a wholly‑owned U.S. subsidiary, Ardia, to develop a dermatology pipeline led by DIA‑615. Effective Feb. 9, 2026 (the Separation Date), Bryan Jones, Ph.D., ceased serving as Aardvark’s Chief Operating Officer and became Chief Executive Officer of Ardia. Jones entered into a letter agreement with Aardvark setting out post‑separation compensation and equity treatment. The company also expanded Nelson Sun’s role: effective Feb. 9, 2026 he was appointed Chief Operating Officer in addition to remaining Chief Financial Officer. A press release announcing these moves and the appointment of Derrick C. Li as Chief Business Officer was issued Feb. 12, 2026.

Key Details

• Separation and new role: Bryan Jones became CEO of Ardia and ceased as Aardvark COO effective Feb. 9, 2026.
• Letter Agreement highlights with Jones: he waived rights under Aardvark’s severance plan; will receive salary from Ardia; if terminated by Ardia before the nine‑month anniversary and upon signing a release, Aardvark will (a) pay an amount equal to salary through the nine‑month mark and (b) pay a lump sum equal to Aardvark’s approximate insurance contributions for that period.
• Equity and option treatment: post‑termination exercise period for Jones’s existing Aardvark options will not begin on the Separation Date — he may continue to exercise those options while employed by Ardia. The agreement states an aggregate of 17,797 shares subject to certain option grants were accelerated and deemed fully vested as of the Separation Date; additionally, an aggregate of 2,542 shares are scheduled to vest on each one‑month anniversary through the three‑month anniversary.
• Leadership additions: Nelson Sun serves as COO and remains CFO with no material change to compensation; Derrick C. Li named Chief Business Officer (announced Feb. 12, 2026).

Why It Matters
This filing signals a formal separation of Aardvark’s dermatology program into a dedicated subsidiary (Ardia) and related leadership realignment. For investors, relevant facts include potential near‑term changes in management focus and the accelerated vesting of 17,797 shares (which can affect outstanding share economics). The letter agreement preserves Jones’s ability to exercise options while leading Ardia and provides limited company‑funded protections (salary and insurance contributions) only if his Ardia employment ends within nine months and he signs a release. Nelson Sun’s dual CFO/COO role is noted as having no material compensation change.