Kalaris Therapeutics, Inc. 8-K

What Happened
Kalaris Therapeutics announced the appointment of Liisa Bayko as Chief Financial Officer and Treasurer, effective July 20, 2026. Bayko, age 55, joins from Evercore ISI (Managing Director, Biotech Equity Research) and holds an MBA from Kellogg. Under an employment agreement dated July 7, 2026, she will receive an annual base salary of $475,000, be eligible for an annual target bonus up to 40% of base salary, and received an option to purchase 220,000 shares of common stock with a standard four-year time-based vesting schedule (25% after one year, then monthly over 36 months). The agreement includes customary restrictive covenants and severance protections that vary depending on timing relative to a change in control. Separately, Senior Vice President, Finance and Chief Accounting Officer Brett Hagen notified the company on July 14, 2026 that he will resign effective July 27, 2026. The Board designated Corporate Controller Amy Vandekop (age 37, CPA) as interim principal accounting officer effective July 27, 2026.

Key Details

• CFO effective date: July 20, 2026; CAO resignation effective: July 27, 2026.
• Bayko compensation: $475,000 base salary; Target Bonus = 40% of base salary.
• Equity grant: option to purchase 220,000 shares; exercise price = Nasdaq close on July 20, 2026; vesting = 25% at 1 year, then 36 equal monthly installments.
• Severance: if terminated outside change‑in‑control window, nine months base salary + up to nine months COBRA premium payments (subject to release and covenant compliance); if within change‑in‑control window, 12 months base salary, lump-sum 100% of Target Bonus, up to 12 months COBRA premium payments, and acceleration of time‑based unvested equity (subject to conditions).
• Both Bayko and Vandekop will be covered by the company’s standard indemnification agreement (previously filed).

Why It Matters
A permanent CFO hire with significant biotech equity research and capital-markets experience could influence how Kalaris communicates with investors, manages financial strategy, and approaches capital markets activity. The CAO transition and appointment of an interim accounting officer mean investors should watch for continuity in financial reporting and any near-term changes in disclosure practices. The disclosed compensation and severance terms outline the company’s potential post-termination obligations tied to this senior finance hire.