UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
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Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
Item 5.02(b)
On October 27, 2026, Valion Bio, Inc. (the “Company”) notified Melinda Lackey, the Company’s General Counsel and Senior Vice President of Legal Affairs, of the termination of her employment, effective October 30, 2026.
Item 5.02(e)
On October 31, 2026, the Company entered into a Separation Agreement and General Release (the “Separation Agreement”) with Melinda Lackey.
Under the Separation Agreement, subject to Ms. Lackey’s compliance with its terms and the satisfaction of the conditions set forth therein, the Company agreed to pay Ms. Lackey a gross cash severance payment of $26,750, less applicable taxes and withholdings, in a single lump-sum payment no later than 30 days following the effective date of the Separation Agreement.
In addition, if Ms. Lackey is eligible for and properly elects continued medical or dental coverage under COBRA, the Company agreed to pay the applicable COBRA premiums for Ms. Lackey and her covered dependents until the earlier of November 30, 2026 or the date on which she becomes eligible for healthcare coverage under a subsequent employer’s health plan.
The Separation Agreement also provides for a general release of claims by Ms. Lackey in favor of the Company and certain related parties and includes customary confidentiality, non-disparagement, cooperation, return-of-property and other continuing obligations. Ms. Lackey agreed to forfeit any unvested equity awards and may exercise any vested stock options only in accordance with the applicable equity plan documents.
The foregoing description of the Separation Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the Separation Agreement, which is filed as Exhibit 10.1 to this Current Report on Form 8-K and incorporated herein by reference.
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Item 8.01 Other Events.
On October 30, 2026, Valion Bio, Inc. (the “Company”) announced the evaluation of its lead biologic drug candidate, Entolimod, by the Armed Forces Radiobiology Research Institute in connection with research relating to gastrointestinal acute radiation syndrome in a therapeutic efficacy study.
A copy of the Company’s press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
|
Exhibit Number |
Description | |
| 10.1 | Separation Agreement and General Release, by and between Valion Bio, Inc. and Melinda Lackey. | |
| 99.1 | Press Release, dated October 30, 2026. | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). |
* Certain personal information has been omitted from this exhibit pursuant to Item 601(a)(6) of Regulation S-K.
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SIGNATURES
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.
| VALION BIO, INC. | |||
| Date: | November 2, 2026 | By: | /s/ Dean Zikria |
| Name: Dean Zikria Title: Interim Chief Executive Officer |
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