Telomir Pharmaceuticals, Inc. 8-K

What Happened

• Telomir Pharmaceuticals, Inc. (TELO) filed a Form 8-K (Item 5.02) on Dec. 22, 2025 reporting that its Compensation Committee approved — and the Board ratified — a set of short- and long-term incentive and pay actions for CEO Erez Aminov. The Committee approved a $400,000 short-term incentive payout for 2025, a $150,000 contingent milestone tied to FDA acceptance of an IND for Telomir-1, a transaction advisory award equal to 3% of the total TELI acquisition value, and a base salary set at $500,000 effective Jan. 1, 2026.

Key Details

• Approval date: Compensation Committee action on Dec. 15, 2025; later ratified by the full Board. 8-K filed Dec. 22, 2025.
• 2025 STI: $400,000 paid for company performance (operations, financing, program advancement).
• IND milestone: $150,000 contingent payment payable only upon FDA acceptance of an IND for Telomir-1; no IND has been submitted to date.
• TELI acquisition award: 3% of the total TELI transaction value, payable in cash, equity, or both at the CEO’s election; any equity would vest immediately at closing.
• Base salary: increased/approved to $500,000, effective January 1, 2026. Company counsel authorized to prepare related documentation and SEC filings.

Why It Matters

• These actions directly affect CEO compensation and potential dilution/cash needs tied to future transactions or equity awards. The $400K STI is paid and reflects 2025 performance, while the $150K IND payment and the 3% TELI transaction award are contingent on future regulatory or transaction events. Investors should note potential cash or equity outflows if the IND is accepted or if the TELI acquisition closes, and the immediate salary increase takes effect at the start of 2026.