ACHIEVE LIFE SCIENCES, INC. 8-K

What Happened

• Achieve Life Sciences, Inc. (ACHV) filed an 8-K on May 12, 2026 furnishing a press release with its financial results for the quarter ended March 31, 2026.
• The company appointed Christopher Martin to the Board effective May 11, 2026 pursuant to a designation right held by investor Frazier Life Sciences. Mr. Martin will receive a pro‑rated $40,000 annual retainer for 2026 and a stock option to purchase 47,250 shares vesting monthly over three years. The company also executed its standard indemnification agreement with him and agreed to nominate him for re‑election at the 2026 and 2027 annual meetings while Frazier owns at least 5% of outstanding shares.
• Separately, longtime Board chair Thomas King notified the Board on May 7, 2026 that he will resign as member and chair effective June 8, 2026 (his resignation was not due to any disagreement with the company). Lucian Iancovici, MD, will become Chair effective June 8, 2026.
• Chief Commercial Officer Jaime Xinos will depart effective May 31, 2026 and is entitled to severance under her Amended and Restated Employment Agreement (filed previously).

Key Details

• Press release date: May 12, 2026; covers quarter ended March 31, 2026 (Exhibit 99.1).
• New director compensation: pro‑rated $40,000 retainer for FY2026 and option for 47,250 shares vesting monthly over 3 years.
• Board leadership change: Thomas King resigns effective June 8, 2026; Lucian Iancovici, MD named Chair as of that date.
• CCO departure: Jaime Xinos leaves effective May 31, 2026 with severance per her Oct 16, 2024 employment agreement.

Why It Matters

• The 8-K contains the company’s quarterly results announcement—investors should read the press release (Exhibit 99.1) for revenue, earnings and other financial details for Q1 2026.
• The board appointment stems from investor Frazier Life Sciences’ designation right, signaling investor influence on governance and the expected re‑nominations while Frazier holds ≥5% of stock.
• Leadership changes (chair transition and CCO departure) affect governance and commercial leadership; investors may want to monitor near‑term updates on commercial strategy and any interim or permanent CCO replacement.