ARS Pharmaceuticals Inc.

07/17/2026 | Press release | Distributed by Public on 07/17/2026 14:02

Management Change/Compensation (Form 8-K)

Item 5.02

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On July 15, 2026, Richard Lowenthal resigned as a member of the Board of Directors (the "Board") of ARS Pharmaceuticals, Inc. (the "Company"), effective immediately. Mr. Lowenthal's resignation from the Board was a condition of his right to receive severance compensation pursuant to the terms of his employment agreement with the Company and the Company's Change in Control and Severance Benefit Plan, as described under the heading "Employment, Severance, and Change in Control Agreements" in the Company's Definitive Proxy Statement on Schedule 14A, filed with the Securities and Exchange Commission on April 29, 2026 (the "Proxy Statement").

Additionally, on July 15, 2026, Sarina Tanimoto, M.D., the Company's Chief Medical Officer, ceased employment with the Company under conditions constituting a termination without cause.

In addition to the severance benefits described in the Proxy Statement, the Company agreed to pay Mr. Lowenthal and Dr. Tanimoto an additional one-time payment of $217,350 and $111,780, respectively, representing a prorated amount of their respective target bonus for 2026. These payments and the severance benefits described in the Proxy Statement are conditioned on the effectiveness of the release of claims provided by each of Mr. Lowenthal and Dr. Tanimoto to the Company.

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