Phio Pharmaceuticals Corp. 8-K

What Happened
Phio Pharmaceuticals Corp. announced on February 17, 2026 that it entered into a Second Amendment to the employment agreement with its President and CEO, Robert J. Bitterman. The amendment modifies the Existing Employment Agreement (originally dated February 20, 2023 and previously amended March 25, 2025) to increase Mr. Bitterman’s severance and annual target bonus opportunity.

Key Details

• The Second Amendment was executed on February 17, 2026.
• Severance: if terminated by the Company without “cause” or if Mr. Bitterman leaves for “good reason,” he is now entitled to 12 months of his base salary.
• Bonus: Mr. Bitterman’s annual target bonus opportunity is increased to 50% of his base salary (previously 40%).
• The amendment is filed as Exhibit 10.1 to the Form 8-K.

Why It Matters
This change increases the CEO’s potential cash compensation and the company’s potential severance liability in certain termination scenarios, and raises the target variable pay tied to annual performance. For investors, the amendment is relevant to executive incentives, governance and potential cash outflows related to compensation, but the filing does not disclose any immediate cash payment or other financial impact beyond the revised terms.