Form 8-K

8-K — Entera Bio Ltd.

Accession: 0001178913-26-004854

Filed: 2026-10-27

Period: 2026-10-27

CIK: 0001638097

SIC: 2836 (BIOLOGICAL PRODUCTS (NO DIAGNOSTIC SUBSTANCES))

Item: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers

Item: Regulation FD Disclosure

Item: Financial Statements and Exhibits

Documents

8-K — zk2636264.htm (Primary)

EX-99.1 — EXHIBIT 99.1 (exhibit_99-1.htm)

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UNITED STATES

SECURITIES AND

EXCHANGE COMMISSION

Washington, D.C. 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):

October 27, 2026

Entera Bio Ltd.

(Exact Name of Registrant as Specified in Its Charter)

Israel

001-38556

Not Applicable

(State or other jurisdiction

of incorporation)

(Commission File Number)

(I.R.S. Employer

Identification)

Kiryat Hadassah, Minrav Building – Fifth

Floor, Jerusalem, Israel 9112002

(Address of principal executive offices) (Zip Code)

+972-2-532-7151

(Registrant’s Telephone Number, Including

Area Code)

(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(s)

Name of each exchange on which registered

Ordinary Shares, par value of NIS 0.0000769

ENTX

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 Certain

Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

Appointment of Dr. Juan Camilo Arjona Ferreira

as Director

On October 27, 2026, the Board of Directors (the

“Board”) of Entera Bio Ltd., a company organized under the laws of the State of Israel (the “Company”),

appointed Juan Camilo Arjona Ferreira, M.D., as a Class II director of the Company, effective December 1, 2026. Dr. Arjona Ferreira will

serve as a director until the Company’s 2027 Annual Meeting of Shareholders and until his successor shall have been elected and

qualified, or until his earlier death, resignation, retirement, disqualification or removal. Dr. Arjona Ferreira has also been appointed

to serve as a member of the compensation committee of the Board, effective December 1, 2026.

Dr. Arjona Ferreira, age 57, is a seasoned physician

and pharmaceutical executive and a longtime global advocate for women’s health, with more than 20 years of global clinical development

experience. He currently serves as Head of Research & Development and Chief Medical Officer at Organon & Co. (NYSE: OGN), leading

Organon’s global research and development organization, which spans early- and late-stage development, global regulatory affairs,

pharmacovigilance and safety science, and medical affairs across a diverse portfolio focused on women’s health. Prior to Organon,

he served as Chief Medical Officer of Myovant Sciences Inc., leading global clinical development and medical affairs for innovative therapies

in women’s health and oncology, including relugolix combination therapy. Previously, he was Senior Vice President of Clinical Development

at Shionogi Inc., leading clinical strategy and late-stage program execution. Earlier, Dr. Arjona Ferreira spent over a decade at Merck

& Co., Inc. (NYSE: MRK) with his last role as Executive Director of Clinical Research in Women’s Health, chairing the product

development teams for all programs in contraception and women’s health. Before joining the industry, he practiced as an obstetrician

and gynecologist in university hospitals and private practice. Dr. Arjona Ferreira earned his Medical Degree (M.D.) and completed specialist

OB-GYN training at the Colegio Mayor del Rosario in Bogotá, Colombia.

There are no arrangements or understandings between

Dr. Arjona Ferreira and any other person pursuant to which Dr. Arjona Ferreira was appointed as a director of the Company. The Board has

determined that Dr. Arjona Ferreira is independent under the applicable rules of the Securities and Exchange Commission and the Nasdaq

Stock Market.

Since the beginning of Company’s last fiscal

year, the Company has not engaged in any transaction, or any currently proposed transaction, in which Dr. Arjona Ferreira had or will

have a direct or indirect material interest that would require disclosure pursuant to Item 404(a) of Regulation S-K.

Dr. Arjona Ferreira will participate in the Company’s

standard non-employee director compensation arrangements, which were most recently approved by the Company’s shareholders in July

2026, including the right to annual cash payments with respect to Board and applicable committee service and annual equity grants under

the Company’s 2018 Equity Incentive Plan.

Departure of Director

On October 27, 2026, Haya Taitel notified the

Board that she would step down as a director, effective December 1, 2026. Ms. Taitel’s departure from the Board was not the result

of any disagreement with the Company on any matter relating to the Company’s operations, policies, or practices.

Item 7.01 Regulation FD Disclosure.

On October 27, 2026, the Company issued a press

release announcing the appointment of Dr. Arjona Ferreira to the Board. A copy of the press release is furnished as Exhibit 99.1 hereto

and incorporated by reference herein.

The information disclosed under this Item 7.01,

including in Exhibit 99.1 attached hereto, is “furnished” and not “filed” for purposes of Section 18 of the Securities

Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section. Such

information shall not be incorporated by reference in another filing under the Exchange Act or the Securities Act of 1933, as amended,

except to the extent such other filing specifically incorporates such information by reference.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit

Number

Description

99.1

Press release, dated October 27, 2026

104

Cover Page Interactive Data File (embedded within the Inline XBRL document).

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 thereunto duly authorized.

ENTERA BIO LTD.

Date: October 27, 2026

By:

/s/ Miranda Toledano

Name: Miranda Toledano

Title: Chief Executive Officer

EX-99.1 — EXHIBIT 99.1

EX-99.1

Filename: exhibit_99-1.htm · Sequence: 2

Exhibit 99.1

Entera

Appoints Global Research and Development Leader Dr. Juan Camilo Arjona Ferreira to Its Board of Directors

Dr. Arjona

Ferreira currently serves as Head of Research and Development and Chief Medical Officer at Organon & Co. (NYSE: OGN)

He joins

Entera with two decades of clinical development, regulatory execution, and women’s health leadership with roles at Myovant, Shionogi

and Merck prior to Organon

TEL

AVIV, Israel, October 27, 2026 -- Entera Bio Ltd. (NASDAQ: ENTX) (“Entera” or the “Company”), a leader in the

development of oral peptides, today announced the appointment of clinical leader Juan Camilo Arjona Ferreira, M.D., to its Board of Directors,

effective December 1, 2026. Dr. Arjona Ferreira will succeed Ms. Haya Taitel, who is stepping down from the Board.

“I

am delighted to welcome Juan Camilo to Entera’s board. Juan Camilo is a distinguished clinical leader with a valuable track record

in late-stage development and regulatory approvals. This, coupled with his particular focus on advancing treatments in women-centric

conditions, resonates profoundly with our thesis for EB613 in late-stage development for osteoporosis and EB612 set to enter early clinical

development in hypoparathyroidism. On behalf of the Board and our entire team, I would also like to extend my sincere gratitude to Haya

Taitel for her commitment and contributions to Entera,” said Miranda Toledano, Chief Executive Officer of Entera.

“EB613

represents a paradigm-shifting oral bone-forming treatment that has the potential to significantly expand appropriate care and access

for millions of patients with osteoporosis – the majority of which are women after menopause who are at risk,” said Dr. Arjona

Ferreira. “In addition, Entera has established a unique oral peptide platform which in and of itself is likely to be valuable across

multiple major disease areas. I am excited to join Miranda and her team at this pivotal stage and look forward to supporting Entera’s

clinical strategy and regulatory execution.”

Dr.

Arjona Ferreira is a seasoned physician and pharmaceutical executive and a longtime global advocate for women’s health, with more

than 20 years of global clinical development experience. He currently serves as Head of Research & Development and Chief Medical

Officer at Organon & Co. (NYSE: OGN), leading Organon's global research and development organization, which spans early-

and late-stage development, global regulatory affairs, pharmacovigilance and safety science, and medical affairs across a diverse portfolio

focused on women’s health. Prior to Organon, he served as Chief Medical Officer of Myovant Sciences Inc., leading global clinical

development and medical affairs for innovative therapies in women’s health and oncology, including relugolix combination therapy.

Previously, he was Senior Vice President of Clinical Development at Shionogi Inc., leading clinical strategy and late-stage program execution.

Earlier, Dr. Arjona Ferreira spent over a decade at Merck & Co., Inc. (NYSE: MRK) with his last role as Executive Director of Clinical

Research in Women’s Health, chairing the product development teams for all programs in contraception and women’s health.

Before joining the industry, he practiced as an obstetrician and gynecologist in university hospitals and private practice. Dr. Arjona

Ferreira earned his Medical Degree (M.D.) and completed specialist OB-GYN training at the Colegio Mayor del Rosario in Bogotá,

Colombia.

About

Entera

is a clinical stage company focused on developing oral peptide and protein replacement therapies for significant unmet medical needs

where an oral tablet form holds the potential to transform the standard of care. The Company leverages a disruptive and proprietary technology

platform (N-Tab®) and its pipeline of first-in-class oral peptide programs. The Company’s most advanced product candidate,

EB613 (oral PTH(1-34)), is being developed as the first oral, osteoanabolic (bone building) once-daily tablet for osteoporosis. A placebo-controlled,

dose-ranging Phase 2 study of EB613 tablets (n = 161) met primary (PD/bone turnover biomarker) and secondary endpoints (BMD). Entera

is also developing the first oral Long Acting PTH(1-34) tablet as a replacement therapy for patients with hypoparathyroidism (EB612),

the first oral oxyntomodulin, a dual targeted GLP1/glucagon peptide tablet for the treatment of obesity and metabolic syndromes; and

the first oral GLP-2 tablet as an injection-free alternative for patients suffering from rare malabsorption conditions such as short

bowel syndrome in collaboration with OPKO Health, Inc. For more information on Entera, visit www.enterabio.com or follow us on LinkedIn,

X (Twitter), and Facebook.

Cautionary

Statement Regarding Forward Looking Statements

Various

statements in this press release are “forward-looking statements” within the meaning of the Private Securities Litigation

Reform Act of 1995. All statements (other than statements of historical facts) in this press release regarding our prospects, plans,

financial position, business strategy, clinical development activities, collaboration arrangements and expected financial and operational

results are forward-looking statements. Words such as, but not limited to, “anticipate,” “believe,” “can,”

“could,” “expect,” “estimate,” “design,” “goal,” “intend,” “may,”

“might,” “objective,” “plan,” “predict,” “project,” “target,”

“likely,” “should,” “will,” and “would,” or the negative of these terms and similar expressions

or words, identify forward-looking statements. Forward-looking statements are based upon current expectations that involve risks, changes

in circumstances, assumptions and uncertainties. Forward-looking statements should not be read as a guarantee of future performance or

results and may not be accurate indications of when such performance or results will be achieved. Important factors that could cause

actual results to differ materially from those reflected in Entera’s forward-looking statements include, among others: changes

in the interpretation of clinical data; results of our clinical trials; the FDA’s interpretation and review of our results from

and analysis of our clinical trials; unexpected changes in our ongoing and planned preclinical development and clinical trials, the timing

of and our ability to make regulatory filings and obtain and maintain regulatory approvals for our product candidates; the potential

disruption and delay of manufacturing supply chains; loss of available workforce resources, either by Entera or its collaboration and

laboratory partners; impacts to research and development or clinical activities that Entera may be contractually obligated to provide;

overall regulatory timelines; the size and growth of the potential markets for our product candidates; the scope, progress and costs

of developing Entera’s product candidates; Entera’s reliance on third parties to conduct its clinical trials; Entera’s

ability to establish and maintain development and commercialization collaborations; Entera’s operation as a development stage company

with limited operating history; Entera’s competitive position with respect to other products on the market or in development for

the treatment of osteoporosis, hypoparathyroidism, short bowel syndrome, obesity, metabolic conditions and other disease categories it

pursues; Entera’s ability to continue as a going concern absent access to sources of liquidity; Entera’s ability to obtain

and maintain regulatory approval for any of its product candidates; Entera’s ability to comply with Nasdaq’s minimum listing

standards and other matters related to compliance with the requirements of being a public company in the United States; Entera’s

intellectual property position and its ability to protect its intellectual property; and other factors that are described in the “Cautionary

Statement Regarding Forward-Looking Statements,” “Risk Factors” and “Management’s Discussion and Analysis

of Financial Condition and Results of Operations” sections of Entera’s most recent Annual Report on Form 10-K filed with

the SEC, as well as Entera’s subsequently filed Quarterly Reports on Form 10-Q and Current Reports on Form 8-K. There can be no

assurance that the actual results or developments anticipated by Entera will be realized or, even if substantially realized, that they

will have the expected consequences to, or effects on, Entera. Therefore, no assurance can be given that the outcomes stated or implied

in such forward-looking statements and estimates will be achieved. Entera cautions investors not to rely on the forward-looking statements

Entera makes in this press release. The information in this press release is provided only as of the date of this press release, and

Entera undertakes no obligation to update or revise publicly any forward-looking statements, whether as a result of new information,

future events or otherwise, except to the extent required by law.

Company

Contact:

IR@enterabio.com

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