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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 1, 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 5.02 | Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers. |
On April 1, 2026, the Board of Directors (the “Board”) of Abeona Therapeutics Inc. (the “Company”), acting upon the recommendation of its Nominating and Corporate Governance Committee, expanded the size of the Board from nine to ten members and appointed Keith A. Goldan as a member of the Board of the Company as a Class 1 director. Mr. Goldan will serve on the Board for a term expiring at the Company’s 2026 annual meeting of stockholders. The Board also appointed Mr. Goldan to serve as Chair of the Audit Committee.
The Board determined that Mr. Goldan is an independent director under applicable Nasdaq listing rules. There are no family relationships between Mr. Goldan and any director or executive officer of the Company, and there are no transactions between Mr. Goldan and the Company that would be required to be reported under Item 404(a) of Regulation S-K. There are no arrangements or understandings between Mr. Goldan and any other person pursuant to which Mr. Goldan was appointed as a director.
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 dated April 7, 2026 | |
| 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 | ||
Exhibit 99.1
Abeona Therapeutics® Announces Appointment of Keith A. Goldan to its Board of Directors
CLEVELAND, April 7, 2026 – Abeona Therapeutics Inc. (Nasdaq: ABEO) today announced the appointment of Keith A. Goldan as a new independent member to its Board of Directors, effective as of April 1, 2026. Mr. Goldan will also serve as Chairman of Abeona’s Audit Committee. Mr. Goldan brings more than two decades of financial leadership experience across publicly traded commercial-stage biotechnology and specialty pharmaceutical companies. His appointment to the Board of Directors reflects Abeona’s continued focus on strengthening its leadership team to advance both strategic and financial objectives.
“On behalf of the Board, we are delighted to welcome Keith to Abeona,” said Michael Amoroso, Chairman of Abeona’s Board of Directors. “Keith’s deep experience in capital markets, corporate development, and operational scaling will be an invaluable voice as we continue to position Abeona for growth as a commercial-stage biotech company.”
Mr. Goldan is an accomplished financial leader, currently serving as Chief Financial Officer of Syndax Pharmaceuticals since 2022 where he has provided leadership through their first two product approvals and commercialization. Prior to his current role, Mr. Goldan served as Chief Financial Officer of Optinose, a publicly traded specialty pharmaceutical company, where he played a key role in building the infrastructure to support the successful US launch of its lead product. Prior to Optinose, he was Chief Financial Officer and Senior Vice President of Fibrocell, a publicly traded cell and gene therapy company.
Mr. Goldan also held Chief Financial Officer roles at NuPathe, PuriCore plc and Biosyn, and served in the financial leadership positions at ViroPharma and KPMG. Across these roles, he led finance, accounting, IT, HR and corporate development functions; successfully raised capital through multiple IPOs, capital market transactions and related financing vehicles; and executed several merger and acquisition transactions.
“I am excited to join the Board of Directors at Abeona at this important time in the organization’s growth as commercial momentum continues to build for its first US launch,” said Mr. Goldan. “I look forward to partnering with the talented leadership team at Abeona to advance strategic priorities and drive value for patients and shareholders.”
About Abeona Therapeutics
Abeona Therapeutics Inc. is a commercial-stage biopharmaceutical company developing cell and gene therapies for serious diseases. Abeona’s ZEVASKYN® (prademagene zamikeracel) is the first and only autologous cell-based gene therapy for the treatment of wounds in adults and pediatric patients with recessive dystrophic epidermolysis bullosa (RDEB). The Company’s fully integrated cell and gene therapy cGMP manufacturing facility in Cleveland, Ohio serves as the manufacturing site for ZEVASKYN commercial production. The Company’s development portfolio features adeno-associated virus (AAV)-based gene therapies for ophthalmic diseases with high unmet medical need. Abeona’s novel, next-generation AAV capsids are being evaluated for a variety of devastating diseases. For more information, visit www.abeonatherapeutics.com.
ZEVASKYN®, Abeona Assist®, Abeona Therapeutics®, and their related logos are trademarks of Abeona Therapeutics Inc.
Forward-Looking Statements
This press release contains certain statements that are forward-looking within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, and that involve risks and uncertainties. We have attempted to identify forward-looking statements by such terminology as “may,” “will,” “believe,” “anticipate,” “expect,” “intend,” “potential,” and similar words and expressions (as well as other words or expressions referencing future events, conditions or circumstances), which constitute and are intended to identify forward-looking statements. Actual results may differ materially from those indicated by such forward-looking statements as a result of various important factors, numerous risks and uncertainties, including but not limited to, our ability to successfully commercialize and market ZEVASKYN, including manufacturing sufficient batches of ZEVASKYN to meet demand; the therapeutic potential of ZEVASKYN; whether the unmet need and market opportunity for ZEVASKYN are consistent with the Company’s expectations; continued interest in our rare disease portfolio; our ability to enroll patients in clinical trials; the outcome of future meetings with and inspections by the FDA or other regulatory agencies, including those relating to preclinical programs and to the cGMP manufacturing of ZEVASKYN; the ability to achieve or obtain necessary regulatory approvals for our pre-clinical programs; the impact of any changes in the financial markets and global economic conditions, including those resulting from changes to U.S. trade policy, such as current or future tariffs; risks associated with data analysis and reporting; and other risks disclosed in the Company’s most recent Annual Report on Form 10-K and subsequent periodic reports filed with the Securities and Exchange Commission. The Company undertakes no obligation to revise these forward-looking statements or to update them to reflect events or circumstances occurring after the date of this press release, whether as a result of new information, future developments or otherwise, except as required by the federal securities laws.
Contacts:
Investor and Media
Greg Gin
VP, Investor Relations and Corporate Communications
Abeona Therapeutics
ir@abeonatherapeutics.com
Investor
Lee M. Stern
Meru Advisors
lstern@meruadvisors.com