UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Date of report (Date of earliest event reported): ~~April~~May 113, 2026

ABEONA THERAPEUTICS INC.

(Exact name of registrant as specified in its charter)

Delaware	001-15771	83-0221517
(State or other jurisdiction	(Commission	(I.R.S. Employer
of incorporation)	File Number)	Identification No.)

6555 Carnegie Ave, 4th Floor

Cleveland, OH 44103

(Address of principal executive offices) (Zip Code)

(646) 813-4701

(Registrant’s telephone number, including area code)

N/A

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d 2(b))

☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of Each Class		Trading Symbol		Name of each exchange on which registered
Common Stock, $0.01 par value		ABEO		The Nasdaq Capital Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 5 2.02. ~~Departure~~Results of ~~Directors~~Operations orand ~~Principal~~Financial ~~Officers; Election of Directors; Appointment of Principal Officers~~Condition.

On ~~April~~May 113, 2026, ~~the Board of Directors (the “Board”) of~~ Abeona Therapeutics Inc. (the “Company”), ~~acting~~issued ~~upon the~~a ~~recommendation~~press ofrelease regarding its ~~Nominating~~financial ~~and~~results ~~Corporate~~for ~~Governance~~the ~~Committee~~quarter ended March 31, ~~expanded~~2026. On the ~~size~~same ofdate, the ~~Board~~Company ~~from~~posted ~~nine~~on toits ~~ten~~investor ~~members~~relations ~~and appointed~~website, ~~Keith~~located Aat investors.abeonatherapeutics.com, a ~~Goldan~~presentation asthat awill ~~member~~be ofused ~~the~~by ~~Board~~management ofduring the Company’s asearnings aconference ~~Class~~call 1(the ~~director.~~“Earnings MrPresentation”). A ~~Goldan~~copy ~~will~~of ~~serve on~~ the ~~Board~~press ~~for~~release aand ~~term expiring~~the atEarnings ~~the~~Presentation ~~Company’s~~are ~~2026~~furnished ~~annual~~herewith ~~meeting~~as ofExhibits ~~stockholders~~99.1 ~~The~~and ~~Board also appointed Mr~~99.2, ~~Goldan~~respectively, toand ~~serve~~are asincorporated into ~~Chair~~this ofItem ~~the~~2.02 ~~Audit Committee~~by reference.

The ~~Board~~information ~~determined~~in ~~that~~Item Mr2.02 ~~Goldan~~of isthis anCurrent ~~independent~~Report ~~director~~on ~~under~~Form ~~applicable~~8-K, ~~Nasdaq~~including ~~listing~~Exhibits ~~rules~~99.1 ~~There~~and ~~are~~99.2 noattached ~~family~~hereto ~~relationships~~and incorporated ~~between~~herein, ~~Mr.~~is ~~Goldan~~being furnished and ~~any~~shall ~~director~~not orbe ~~executive~~deemed ~~officer~~“filed” for purposes of ~~the~~Section ~~Company,~~18 ~~and~~of ~~there~~the ~~are~~Securities noExchange ~~transactions~~Act of ~~between~~1934, ~~Mr.~~as ~~Goldan~~amended, ~~and~~or ~~the~~otherwise ~~Company that~~subject ~~would~~to bethe ~~required~~liabilities toof bethat ~~reported~~section, ~~under~~nor ~~Item~~shall ~~404(a)~~it ofbe ~~Regulation~~deemed incorporated ~~S-K.~~by ~~There~~reference ~~are~~in noany ~~arrangements~~filing orunder ~~understandings~~the ~~between~~Securities ~~Mr.~~Act ~~Goldan and~~of ~~any~~1933, ~~other~~as ~~person~~amended, ~~pursuant~~except toas ~~which~~expressly set ~~Mr.~~forth ~~Goldan~~by ~~was~~specific ~~appointed~~reference asin such a ~~director~~filing.

Mr. Goldan will receive an annual Board fee of $50,000 in cash and a one-time sign-on equity grant in the amount of $150,000 worth of Company stock, in the form of restricted stock awards with a one-year vesting period. Mr. Goldan will be eligible for the Board’s next regular equity grant in 2027, which is determined annually by the Board upon recommendation of the Compensation Committee of the Board, based on the advice of an external compensation consultant.

Item 7.01 Regulation FD Disclosure.

On April 7, 2026, the Company issued a press release announcing Mr. Goldan’s appointment to the Board. A copy of the press release is attached hereto as Exhibit 99.1 and incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.		Description
99.1		Press ~~Release~~release dated ~~April~~May 713, 2026
99.2		Abeona Therapeutics Inc. Presentation, dated May 13, 2026, entitled “Q1 2026 Results and Pipeline Update”
104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	Abeona Therapeutics Inc.
	(Registrant)
	By:	/s/ Joseph Vazzano
	Name:	Joseph Vazzano
	Title:	Chief Financial Officer
Date: April 7, 2026
Date: May 13, 2026

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