Form 8-K
8-K — IMMUNIC, INC.
Accession: 0001193805-26-001071
Filed: 2026-08-11
Period: 2026-08-06
CIK: 0001280776
SIC: 2834 (PHARMACEUTICAL PREPARATIONS)
Item: Results of Operations and Financial Condition
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 — e665684_8k-immunic.htm (Primary)
EX-10.1 (e665684_ex10-1.htm)
EX-99.1 (e665684_ex99-1.htm)
EX-99.2 (e665684_ex99-2.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): August
6, 2026
IMMUNIC, INC.
(Exact name of registrant as specified in its
charter)
Delaware
001-36201
56-2358443
(State or other jurisdiction
of incorporation)
(Commission File Number)
(IRS Employer Identification No.)
1200 Avenue of the Americas, Suite 200
New York, NY 10036
USA
(Address of principal executive offices)
Registrant’s telephone number, including
area code: (332) 255-9818
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:
☐
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 exchange on which registered
Common Stock, par value $0.0001
IMUX
The Nasdaq Stock Market LLC
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 (§ 240.12b2 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. Yes ☐ No ☐
Item 2.02. Results of Operations and Financial Condition
On August 11, 2026, Immunic, Inc. (the “Company”)
issued a press release, a copy of which is furnished herewith as Exhibit 99.1, announcing the Company’s financial results for the
quarter ended June 30, 2026, and providing a corporate update (the “Earnings Release”).
The information contained in Item 2.02 of this Current
Report on Form 8-K, including the Earnings Release, shall not be deemed “filed” for the purposes of Section 18 of the Securities
Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liability of that section or Sections 11
and 12(a)(2) of the Securities Act of 1933, as amended (the “Securities Act”). In addition, this information shall not be
deemed incorporated by reference into any of the Company’s filings with the Securities and Exchange Commission (the “Commission”),
except as shall be expressly set forth by specific reference in any such filing.
Item 5.02. Departure of Directors or Principal Officers;
Election of Directors; Appointment of Principal Officers.
Appointment of Director
On August 6, 2026, the board
of directors (the “Board”) of the Company appointed Elena Ridloff as a member of the Board, effective immediately. As a Class
I director, Ms. Ridloff’s term lasts until the Company’s 2027 annual meeting of stockholders, and until her successor is duly
elected and qualified, or until her earlier death, resignation or removal.
Elena Ridloff, CFA,
age 46, has served as a member of the board of directors of Kymera Therapeutics, Inc. since March 2021. Ms. Ridloff has served as the
Chief Financial Officer of Sionna Therapeutics, Inc., a publicly traded life sciences company, since September 2021. Ms. Ridloff previously
served as the Executive Vice President and Chief Financial Officer of ACADIA Pharmaceuticals Inc., or ACADIA, a publicly traded pharmaceutical
company. Ms. Ridloff joined ACADIA in April 2018 as Senior Vice President, Investor Relations, where she led investor and financial communications
activities, and served as ACADIA’s Chief Financial Officer from October 2018 to September 2021. Before ACADIA, Ms. Ridloff held
various roles at Alexion Pharmaceuticals, Inc., or Alexion, including Executive Director, Investor Relations from April 2014 to January
2016, and Vice President, Investor Relations from January 2016 to March 2018. Prior to joining Alexion, Ms. Ridloff served as the Chief
Executive Officer and Managing Member of BIOVISIO, an independent consulting firm providing strategic, financial and investor relations
counsel to the life sciences industry, from January 2012 to April 2014. Ms. Ridloff also spent over a decade as an institutional investor
and from July 2005 to January 2012 served as Managing Director at Maverick Capital, a hedge fund, where she was responsible for investments
in the biotechnology, pharmaceutical, medical device and life science sectors. From September 2020 until its acquisition by Concentra
Biosciences, LLC in June 2025, Ms. Ridloff served on the board of directors of Kronos Bio, Inc. Ms. Ridloff earned her B.A. in history
and sociology of science from the University of Pennsylvania and is a Chartered Financial Analyst. We believe Ms. Ridloff is qualified
to serve on our board of directors due to her financial and accounting expertise and her experience in the finance and life sciences industries.
In connection with her appointment
as a director, Ms. Ridloff received an inaugural grant of options to purchase up to a total of 50,740 shares of the Company’s common
stock, effective August 6, 2026, which vest on a monthly basis over a three year period. The foregoing options have an exercise price
per share equal to the closing price of the Company’s common stock on The Nasdaq Stock Market on August 6, 2026 (the “Award”).
Ms. Ridloff will also receive cash compensation for her service on the Board in accordance with the Company’s non-employee director
compensation policy, as described in the Company’s most recent proxy statement, as may be adjusted from time to time as set forth
in the Company’s filings and reports made with the Securities and Exchange Commission.
There is no relationship or
agreement between Ms. Ridloff and any other person pursuant to which she was appointed as a director of the Company and there is no family
relationship between Ms. Ridloff and any of the Company’s directors or executive officers. The Company is not aware of any transaction
involving Ms. Ridloff which would require disclosure under Item 404(a) of Regulation S-K promulgated under the Securities Act, other than
as set forth in this Current Report on Form 8-K.
Ms. Ridloff and the Company
will enter into a customary indemnity agreement, substantially in the form filed as Exhibit 10.7 of the Company’s Annual Report
on Form 10-K for the year ended December 31, 2025, filed with the Commission on February 26, 2026.
Resignation of Dr. Daniel Vitt
On August 6, 2026, Daniel Vitt,
resigned as a member of the Board. The resignation of Dr. Vitt was not the result of any disagreement with the Company on any matter relating
to the Company’s operations, policies, or practices. The Board is deeply grateful for Dr. Vitt’s service, dedication, and
contributions to the Company.
As previously disclosed, on
May 22, 2026, Daniel Vitt, resigned as the Chief Executive Officer of the Company, effective June 1, 2026. Since June 1, 2026, Dr. Vitt
continued to retain responsibility for scientific strategy and portfolio advancement and there were no changes to the Company’s
compensation arrangements with Dr. Vitt.
On August 7, 2026, the Company
entered into a Separation Agreement (the “Separation Agreement”) with Dr. Vitt, pursuant to which Dr. Vitt’s employment
with the Company terminated on such date (the “Separation Date”). Pursuant to the Separation Agreement, Dr. Vitt agreed to
serve as Chair of the Company’s Scientific Advisory Board (the “SAB”).
In addition, Dr. Vitt entered
into an agreement with Immunic AG, a wholly owned subsidiary of the Company (the “Company Subsidiary”), pursuant to which
he ceased to be a member of the Executive Board of the Company Subsidiary as of the Separation Date, and his service agreement with the
Company Subsidiary, dated December 18, 2023 (the “Service Agreement”), terminated without any ongoing obligations. From the
date of the Separation Agreement through the Separation Date, (a) the Company agreed to pay Dr. Vitt all accrued salary earned through
the Separation Date, subject to standard payroll deductions and withholdings, and (b) the Company Subsidiary agreed to pay Dr. Vitt all
accrued salary earned under the Service Agreement through the Separation Date, subject to standard payroll deductions and withholdings,
and the Company and the Company Subsidiary agreed to pay Dr. Vitt for all accrued and unused vacation days on the Company’s first
regular payroll payday following the Separation Date.
Commencing on the Separation Date,
Dr. Vitt began serving as a consultant to the Company Subsidiary for an initial period of twelve
(12) months (the “Consulting
Period”), in addition to serving as Chair of the SAB, providing consulting services on an as-needed basis for up to fifteen (15)
hours per month, in exchange for a monthly retainer of €15,000. Dr. Vitt also agreed to non-competition and non- solicitation covenants
through the Consulting Period and for six (6) months following the date he ceases to be a member of the SAB. In addition, the Company
and the Company Subsidiary agreed to provide Dr. Vitt with severance benefits, subject to his timely execution and non-revocation of a
release of claims in favor of the Company, including (i) a salary payment consisting of his base salary and the monthly installment of
his fixed annual salary under the Service Agreement, in each case for a period of sixteen and one-half (16.5) months following the Separation
Date, of which the first twelve (12) installments (equal to $670,000 in the aggregate) will be paid in a lump sum on the first regular
payroll payday following the Release Effective Date (as defined in the Separation Agreement) and the remaining four and one-half (4.5)
months will be paid in five (5) monthly installments (the last at half pay) beginning on the first regular payroll payday following the
one-year anniversary of the Release Effective Date, (ii) an aggregate bonus payment of $276,375 (or the Euro equivalent), equal to seventy-five
percent (75%) of his target bonus for fiscal year 2026, payable in a lump sum on or before the Company’s first regular payroll payday
following the Release Effective Date, and (iii) reimbursement from the Company Subsidiary for the monthly cost of obtaining healthcare
in Germany, in an amount not to exceed €1,500 per month, for a period of eighteen (18) months following the Release Effective Date.
Additionally, 100% of Dr. Vitt’s outstanding equity awards vested as of the Separation Date, and Dr. Vitt will have three (3) years
following the Separation Date to exercise any vested equity awards. The Company also agreed to reimburse Dr. Vitt for legal fees incurred
in connection with the negotiation of the Separation Agreement, up to a maximum of $20,000.
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, a copy of which is filed as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated herein by reference.
Item 7.01 Regulation FD Disclosure.
On August 10, 2026, the Company
issued a press release announcing the appointment of Ms. Ridloff. A copy of the press release is furnished as Exhibit 99.2 hereto and
is incorporated herein by reference. The information set forth in this Item 7.01 and in Exhibit 99.2 is furnished and shall not be deemed
“filed” for purposes of Section 18 of the Exchange Act, or otherwise subject to the liabilities of that Section. The information
in this Item 7.01 and in Exhibit 99.2 shall not be deemed to be incorporated by reference into any filing of the Company under the Securities
Act, or the Exchange Act, whether made before or after the date hereof, except as shall be expressly set forth by specific reference in
such a filing.
Item 9.01. Financial Statements
and Exhibits
Exhibit
Description
10.1
Separation Agreement, dated as of August 7, 2026, between Immunic, Inc. and Dr. Daniel Vitt.
99.1
Press Release dated August 10, 2026.
99.3
Press Release dated August 11, 2026
104
Cover Page to this Current Report on Form 8-K in Inline XBRL.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned, hereunto duly authorized.
Dated: August 11, 2026
Immunic, Inc.
By:
/s/ Erik Lundgren
Erik Lundgren
Chief Executive Officer
EX-10.1
EX-10.1
Filename: e665684_ex10-1.htm · Sequence: 2
August 7, 2026
Daniel Vitt
Email: daniel.vitt@me.com
Re: Separation Agreement
Dear Daniel:
This letter sets forth the terms of the separation
agreement (the “Agreement”) which you, Immunic, Inc., a Delaware corporation (the “Company”),
and Immunic AG, wholly-owned subsidiary of the Company (the “Company Subsidiary”), have agreed in the context
of your employment transition.
1.
Separation Date. Subject to the terms and conditions of this Agreement, your
employment with the Company will continue through August 7, 2026, which will become your employment termination date (the “Separation
Date”).
2.
Title. Your title will be changed on the date of this Agreement to Founder and Chair of the Company’s Scientific Advisory
Board (the “SAB”). As of the date of this Agreement, you will report to the Chief Executive Officer of the Company
(the “CEO”).
3.
Service Agreement with the Company Subsidiary. On or prior to the Separation
Date, you will enter into an agreement (the “AG Termination Agreement”) with the Company Subsidiary pursuant
to which you will cease to be a member of the Executive Board of the Company Subsidiary as of the Separation Date, and your Service Agreement,
dated December 18, 2023, with the Company Subsidiary (the “Service Agreement”), will terminate without any ongoing
obligations.
4.
Final Pay. For the remainder of the employment, (a) the Company will pay you
all accrued salary earned through the Separation Date, subject to standard payroll deductions and withholdings, and (b) the Company Subsidiary
will pay you for all accrued salary earned under the Service Agreement through the Separation Date, subject to standard payroll deductions
and withholdings. On the Company’s first regular payroll payday following the Separation Date, the Company and the Company Subsidiary
will pay you for all accrued and unused vacation days, subject to standard payroll deductions and withholdings.
5.
Expense Reimbursements. You agree that, within thirty (30) days after the
Separation Date, you will submit your final documented expense reimbursement statement reflecting all business expenses you incurred through
the Separation Date, if any, for which you seek reimbursement. The Company or the Company Subsidiary will reimburse you for these expenses
pursuant to their regular business practices.
6.
Consulting Relationship.
(a)
You and the Company Subsidiary will enter into a consulting agreement (the “Consulting Agreement”) which
will provide that from and after the Separation Date, and for an initial period of twelve (12) months beginning on the Separation Date
(the “Consulting Period”), you will provide consulting services to the Company Subsidiary in addition to serving
as the Chair of the SAB. Upon the mutual agreement of you and the CEO, your service on the SAB will continue after the Consulting Period
on terms and conditions to be agreed upon by you and the CEO.
(b)
As a consultant, you will be responsible for assisting the Company Subsidiary in any area of your expertise, as reasonably requested
by the CEO (the “Consulting Services”), and you will work exclusively with (i) the CEO, (ii) any employee of
the Company Subsidiary specifically authorized by the CEO, (iii) members of the Company’s Board of Directors, and (iv) the other
members of the SAB. You agree to exercise the highest degree of professionalism and utilize your expertise and creative talents in performing
these services. You agree to make yourself available to perform such Consulting Services throughout the Consulting Period, on an as-needed
basis, up to fifteen (15) hours per month. When providing the Consulting Services, you shall abide by the Company Subsidiary’s policies
and procedures. The Consulting Services will constitute a permanent reduction in your services to the Company to not more than 20% of
the average level of bona fide services you provided to the Company and the Company Subsidiary during the 36-month period immediately
preceding the Separation Date, such that any such Consulting Services shall be deemed a “separation from service” under Section
409A of the Internal Revenue Code of 1986, as amended, and the regulations and other guidance thereunder and any state law of similar
effect.
(c)
You may terminate the Consulting Agreement, at any time and for any reason, upon fifteen (15) days’ advance written notice
to the Company Subsidiary. The Company Subsidiary may terminate the Consulting Agreement immediately upon written notice to you in the
event of your material breach or violation of the Consulting Agreement, this Agreement, any other legal or contractual obligation to the
Company or the Company Subsidiary, or any written policy applicable to consultants that has been disclosed to you.
(d)
As compensation for providing the Consulting Services to the Company Subsidiary, the Company Subsidiary will pay you a monthly
retainer of €15,000 per month during the Consulting Period.
(e)
You agree that during the Consulting Period, (i) you will be an independent contractor to the Company Subsidiary and not an employee
of the Company Subsidiary, and nothing in this Agreement is intended to, or should be construed to, create a partnership, agency, joint
venture or employment relationship after the Separation Date, and (ii) the Company will not make payments for state or federal income
tax, FICA (social security and Medicare), make unemployment insurance or disability insurance contributions, or obtain workers’
compensation insurance on your behalf, and you acknowledge and agree that your relationship with the Company during the Consulting Period
will not be subject to the Fair Labor Standards Act or other laws or regulations governing employment relationships.
(f)
The Consulting Services require use of compatible and approved equipment. On the Separation Date, you will be allowed to retain
your computer, laptop, and phone provided by the Company to you during employment. Upon request, you will provide the Company’s
information technology employees with prompt access to all such equipment to allow them to remove all Company information from such equipment.
(g)
You acknowledge and reaffirm your continuing obligations under your Confidential Information, Assignment of Rights, Non-Solicitation
and Non-Competition Agreement with the Company, as well as any other similar agreement or policy with the Company, which shall apply during
the Consulting Period. Without limiting the foregoing, you agree that during the Consulting Period and thereafter, you will not use or
disclose any confidential or proprietary information or materials of the Company Subsidiary that you obtain or develop in the course of
performing Consulting Services for the Company Subsidiary. Notwithstanding the foregoing, pursuant to 18 U.S.C. Section 1833(b), you shall
not be held criminally or civilly liable under any Federal or State trade secret law for the disclosure of a trade secret that: (1) is
made in confidence to a Federal, State, or local government official, either directly or indirectly, or to an attorney, and solely for
the purpose of reporting or investigating a suspected violation of law; or (2) is made in a complaint or other document filed in a lawsuit
or other proceeding, if such filing is made under seal. Any and all work product you create in the course of performing Consulting Services
for the Company Subsidiary will be the sole and exclusive property of the Company Subsidiary. You hereby assign to the Company Subsidiary
all right, title, and interest in all inventions, techniques, processes, materials, and other intellectual property developed in the course
of performing Consulting Services for the Company Subsidiary.
2
7.
Extension of Non-Competition and Non-Solicitation
Covenants.
(a)
You agree that, during the Consulting Period and for a period of six (6) months following the date that you cease to be a member
of the SAB (the “Restricted Period”), you will not engage in any capacity (including without limitation, as
an employee, officer, director, consultant or shareholder (other than as an owner of one percent (1%) or less of the outstanding shares
of any publicly-traded company)), in any Competing Business in any geographical area in which Company or the Company Subsidiary transacts
such business. For purposes of this Agreement, a “Competing Business” means any business engaged in developing or marketing
of (i) therapies for multiple sclerosis and/or (ii) therapies that activate the neuroprotective transcription factor known as Nurr1.
(b)
You agree that, during the Restricted Period, you will not, directly or indirectly, hire or solicit for employment any employee
of the Company or the Company Subsidiary or encourage any employee of the Company or the Company Subsidiary to cease to provide services
to the Company or the Company Subsidiary.
(c)
You agree that, during the period commencing on the date of this Agreement and ending thirty (30) days after the Company publicly
discloses the results of the Company’s pending Phase 3 trial for relapsing multiple sclerosis, any offer, sale, contract to sell,
pledge or other disposition, directly or indirectly, of any securities of the Company, or any transaction, swap, hedge or other arrangement
relating to such securities, shall be conducted on a confidential basis and shall not be publicly announced or otherwise publicly disclosed
by you or any person acting on your behalf. You will obtain confidentiality agreements from any third party who you intend to engage on
your behalf (including any financial advisor or broker) with respect to any transaction described in this Section, provided that any obligations
imposed by such agreements will terminate upon the expiration of the period specified above, and you will provide such confidentiality
agreements to the Company for our records. You further agree that you will not publicly disclose any intention to enter into any such
transaction during such period. Nothing in this Section shall prohibit you from engaging in any such transaction, provided that the transaction
complies with applicable securities laws and the Company’s insider trading policy, is conducted on a confidential basis, and any
disclosure is limited to that required by applicable law, regulation, the rules of any applicable securities exchange, or as reasonably
necessary to your legal, tax or financial advisers or other representatives who are subject to customary confidentiality obligations.
(d)
The covenants contained in this Section 7 shall be enforced to the fullest extent permissible under the laws of each jurisdiction
in which enforcement is sought. Accordingly, you agree that if any of the provisions of this Section 7 shall be adjudicated to
be invalid or unenforceable for any reason whatsoever, said provision shall be construed (only with respect to the operation thereof in
the particular jurisdiction in which such adjudication is made) by limiting and reducing it so as to be enforceable to the fullest extent
permissible, without invalidating the remaining provisions of this Agreement or affecting the validity or enforceability of said provision
in any other jurisdiction.
3
(e)
Breach by you of any provision of this Section 7 will cause the Company and the Company Subsidiary irreparable injury and
damage for which money damages may not be adequate. In addition to all other remedies that are available to it, the Company and the Company
Subsidiary shall be entitled to preliminary and permanent injunctive and equitable relief to prevent or remedy a breach of this Section
7 by me.
8.
Non-Disparagement. Except to the extent permitted by the “Protected
Rights” Section above: (a) you agree not to disparage the Company, its officers, directors, employees, shareholders, parents, subsidiaries,
affiliates, and agents, in any manner likely to be harmful to its or their business, business reputation, or personal reputation; and
(b) and the Company agrees to instruct each of its current officers and directors not to disparage you in any manner likely to be harmful
to your business, business reputation, or personal reputation. Nothing in this paragraph prohibits you, the Company, or any person from
responding accurately and fully to any request for information if required by legal process or in connection with a government investigation.
In addition, nothing in this provision or this Agreement prohibits or restrains you or anyone else from making disclosures protected under
the whistleblower provisions of federal or state law or from exercising your rights to engage in protected speech under Section 7 of the
National Labor Relations Act, if applicable.
9.
Equity Awards. You were granted certain equity awards, including in April
2026, pursuant to the Company’s applicable equity incentive plan(s), equity purchase agreements, and other grant documents (the
“Equity Awards”). As of the Separation Date, 100% of your Equity Awards will be vested. Your Equity Awards shall
continue to be governed by the plans under which they were granted and all applicable grant notices and agreements. You will have three
(3) years to exercise any or all vested Equity Awards, which three (3) year period will begin on the first day after the Separation Date.
10.
Board Resignation. You hereby resign from the Company’s Board of Directors
and from all affiliate boards of directors, if any, on which you currently serve. You agree to execute such documents as are reasonably
necessary or appropriate to effectuate such resignations.
11.
Severance Benefits. If you (a) sign and return this Agreement to the Company
within twenty-one (21) days of the execution of this Agreement by the Company, (b) comply with all of your legal and contractual obligations
to the Company and (c) do not revoke the ADEA Waiver as defined in Section 13(e) of this Agreement then the Company and Company
Subsidiary will provide you with the following severance benefits (the “Severance Benefits”):
(a)
Salary Payment. The Company will pay your base salary in effect as of the Separation Date for a period of sixteen and one-half
months (16.5) months from and after the Separation Date, subject to applicable tax withholdings, and the Company Subsidiary will pay the
monthly installment of your fixed annual salary in effect as of the Separation Date for a period of sixteen and one-half months (16.5)
months from and after the Separation Date, subject to applicable tax withholdings (collectively, the “Salary Payment”).
The Company and the Company Subsidiary will pay the first twelve (12) installments of the Salary Payment (which will be equal to $670,000)
in a single lump sum payment on the first regular payroll payday following the Release Effective Date (as defined in Section 13(e)).
The remaining four and one-half months (4.5) months of Salary Payment will be made in five (5) monthly installments (the last month being
at half pay) beginning with the first regular payroll payday following the one-year anniversary of the Release Effective Date (as defined
in Section 13(e)).
4
(b)
Bonus. The Company and the Company Subsidiary will make an aggregate payment to you in the amount of $276,375 (or the Euro
equivalent), less applicable withholdings and deductions, which amount is equal to seventy five percent (75%) of your target bonus for
fiscal year 2026 (the “2026 Bonus Payment”). The 2026 Bonus Payment will be paid to you in a lump sum or before
the Company’s first regular payroll payday following the Release Effective Date (as defined in Section 13(e)).
(c)
Healthcare Compensation. The Company Subsidiary will reimburse you for the monthly cost of obtaining healthcare in Germany,
in an amount that will not exceed €1,500 per month, less applicable withholdings and deductions, for a period of eighteen (18) months
from Release Effective Date (as defined in Section 13(e)), which will be your sole and exclusive compensation for the cost of obtaining
health insurance.
12.
Other Compensation Or Benefits. You acknowledge that, except as expressly
provided in this Agreement, you have not earned and will not receive from the Company or the Company Subsidiary any additional compensation
(including base salary, bonus, incentive compensation, accelerated vesting or other equity benefits), severance, or benefits before or
after the Separation Date, with the exception of any vested right you may have under the express terms of a written ERISA-qualified benefit
plan (e.g., 401(k) plan account), any vested stock options, which are expressly preserved and not waived by this Agreement. You further
expressly acknowledge and agree that the benefits being provided to you under this Agreement are provided in lieu of and extinguish any
rights to any severance benefits you are eligible to, whether under any employment agreement, stay bonus agreement, the Service Agreement,
or any other agreement, plan or policy of the Company or the Company Subsidiary applicable to you. By executing this Agreement, you hereby
waive any right to any such severance benefits, bonus payments, and you acknowledge and agree that the Company’s and the Company
Subsidiary’s obligations to provide you any and all severance benefits or bonus payments, other than as set forth in this Agreement,
are hereby extinguished.
13.
Release Of Claims.
(a)
General Release of Claims. In exchange for the consideration provided to you under this Agreement to which you would not
otherwise be entitled, you hereby generally and completely release the Company, and its affiliated, related, parent and subsidiary entities
(including the Company Subsidiary), and its and their current and former directors, officers, employees, shareholders, partners, agents,
attorneys, predecessors, successors, insurers, affiliates, and assigns from any and all claims, liabilities, demands, causes of action,
and obligations, both known and unknown, arising from or in any way related to events, acts, conduct, or omissions occurring at any time
prior to and including the date you sign this Agreement.
(b)
Scope of Release. This general release includes, but is not limited to: (i) all claims arising from or in any way related
to your employment with the Company or the termination of that employment; (ii) all claims related to your compensation or benefits from
the Company, including salary, bonuses, commissions, vacation pay, expense reimbursements, severance pay, fringe benefits, stock, stock
options, or any other ownership, equity, or profits interests in the Company; (iii) all claims for breach of contract, wrongful termination,
and breach of the implied covenant of good faith and fair dealing; (iv) all tort claims, including claims for fraud, defamation, emotional
distress, and discharge in violation of public policy; and (v) all federal, state, and local statutory claims, including claims for discrimination,
harassment, retaliation, attorneys’ fees, or other claims arising under the Title VII of the Civil Rights Act of 1964 (as amended
by the Civil Rights Act of 1991), the Americans With Disabilities Act, the Rehabilitation Act of 1973, the Equal Pay Act, the Older Workers
Benefits Protection Act, the Age Discrimination in Employment Act (the “ADEA”), the Employee Retirement Income
Security Act of 1974, or any other federal, state or local statute, law, ordinance, regulation, rule or executive order, any tort or contract
claims, and any of the claims, matters and issues which could have been asserted by you against the Company or its subsidiaries and affiliates
in any legal, administrative or other proceeding.
5
(c)
Exceptions. Notwithstanding the foregoing, you are not releasing the Company hereby from: (i) any obligation to indemnify
you pursuant to the Certificate of Incorporation and Bylaws of the Company, any valid fully executed indemnification agreement with the
Company, applicable law, or applicable directors and officers liability insurance; (ii) any claims that cannot be waived by law; (iii)
any claims that arise after the date you execute this Agreement; or (iv) any claims for breach of this Agreement.
(d)
Protected Rights. You understand that nothing in this Agreement limits your or anyone else’s ability to file a charge
or complaint with the Equal Employment Opportunity Commission, the Department of Labor, the National Labor Relations Board, the Occupational
Safety and Health Administration, the Department of Justice, the Securities and Exchange Commission or any other federal, state or local
governmental agency or commission (“Government Agencies”). You further understand this Agreement does not limit
your or anyone else’s ability to communicate with any Government Agencies or otherwise participate in any investigation or proceeding
that may be conducted by any Government Agency, including providing documents or other information, without notice to the Company. While
this Agreement does not limit your right to receive a government-issued award for information provided to any Government Agency in connection
with a government whistleblower program or protected whistleblower activity, you understand and agree that, to the maximum extent permitted
by law, you are otherwise waiving any and all rights you may have to individual relief based on any claims that you have released and
any rights you have waived by signing this Agreement.
(e)
ADEA Waiver. You acknowledge that you are knowingly and voluntarily waiving and releasing any rights you may have under
the ADEA (“ADEA Waiver”). You also acknowledge that the consideration given for the ADEA Waiver is in addition
to anything of value to which you were already entitled. You further acknowledge that you have been advised by this writing, as required
by the ADEA, that: (i) your ADEA Waiver does not apply to any rights or claims that arise after the date you sign this Agreement; (ii)
you should consult with an attorney prior to signing this Agreement (although you may choose voluntarily not to do so); (iii) you have
twenty-one (21) days to consider this Agreement (although you may choose to voluntarily sign it sooner); (iv) you have seven (7) days
following the date you sign this Agreement to revoke it, with such revocation to be effective only if you deliver written notice of revocation
to the Company within the seven (7)-day period; and (v) the ADEA Waiver will not be effective until the date upon which the revocation
period has expired unexercised, which will be the eighth day after you sign this Agreement (“Release Effective Date”).
(f)
German Employee Inventions Act. You acknowledge that, pursuant to the express terms of your Service Agreement, you have
already received full and appropriate compensation under the German Employee Inventions Act (Arbeitnehmererfindungsgesetz) for
all inventions created by you during your tenure with the Company and the Company Subsidiary, and you will not seek any additional compensation
under the German Employee Inventions Act after the execution of this Agreement.
6
14.
No Voluntary Adverse Action. You agree that you will not voluntarily (except
in response to legal compulsion or as permitted under the section of this Agreement entitled “Protected Rights”) assist any
person in bringing or pursuing any proposed or pending litigation, arbitration, administrative claim or other formal proceeding against
the Company, its parent or subsidiary entities, affiliates, officers, directors, employees or agents.
15.
Return Of Company Property. You agree that after the Separation Date, upon
the request of the Company, you will return to the Company all Company documents (and all copies thereof) and other Company property in
your possession or control, including, but not limited to, Company files, notes, drawings, records, plans, forecasts, reports, studies,
analyses, proposals, agreements, drafts, financial and operational information, research and development information, sales and marketing
information, customer lists, prospect information, pipeline reports, sales reports, personnel information, specifications, code, software,
databases, computer-recorded information, tangible property and equipment (including, but not limited to, computing and electronic devices,
mobile telephones, servers, other than what was transferred to you as per Section 6(f) of this Agreement), credit cards, entry
cards, identification badges and keys, Company account and device login and password information; and any materials of any kind which
contain or embody any proprietary or confidential information of the Company (and all reproductions or embodiments thereof in whole or
in part). You agree that you will make a diligent search to locate any such documents, property and information by the close of business
on the Separation Date or as soon as possible thereafter. If you have used any personally owned computer or other electronic device, server,
or e-mail system to receive, store, review, prepare or transmit any Company confidential or proprietary data, materials or information,
within five (5) days after the Separation Date, you shall provide the Company with a computer-useable copy of such information and then
permanently delete and expunge such Company confidential or proprietary information from those systems; and you agree to provide the Company
access to your system as requested to verify that the necessary copying and/or deletion is completed. Your timely compliance with this
paragraph is a condition to your receipt of the Severance Benefits provided under this Agreement.
16.
Cooperation. You agree to cooperate fully with the Company in connection with
its actual or contemplated defense, prosecution, or investigation of any claims or demands by or against third parties, or other matters
arising from events, acts, or failures to act that occurred during the period of your employment by the Company. Such cooperation includes,
without limitation, making yourself available to the Company upon reasonable notice, without subpoena, to provide complete, truthful and
accurate information in witness interviews, depositions, and trial testimony. The Company will reimburse you for reasonable out-of-pocket
expenses you incur in connection with any such cooperation (excluding foregone wages) and will make reasonable efforts to accommodate
your scheduling needs.
17.
Legal Fees. The Company will reimburse you for all legal fees associated with
the negotiation and execution of this Agreement, up to a maximum amount of twenty thousand dollars ($20,000). Each party shall be responsible
for its own legal fees and expenses in connection with any claim or dispute relating to this Agreement except as otherwise provided herein
or by law.
18.
No Admissions. You understand and agree that the promises and payments in
consideration of this Agreement shall not be construed to be an admission of any liability or obligation by the Company to you or to any
other person, and that the Company makes no such admission.
19.
Representations. You hereby represent that you have: been paid all compensation
owed and for all hours worked; received all leave and leave benefits and protections for which you are eligible pursuant to the Family
and Medical Leave Act, or otherwise; and not suffered any on-the-job injury for which you have not already filed a workers’ compensation
claim.
7
20.
Miscellaneous. This Agreement constitutes the complete, final and exclusive
embodiment of the entire agreement between you and the Company with regard to its subject matter. It is entered into without reliance
on any promise or representation, written or oral, other than those expressly contained herein, and it supersedes any other such promises,
warranties or representations. This Agreement may not be modified or amended except in a writing signed by both you and a duly authorized
officer of the Company. This Agreement will bind the heirs, personal representatives, successors and assigns of both you and the Company,
and inure to the benefit of both you and the Company, their heirs, successors and assigns. If any provision of this Agreement is determined
to be invalid or unenforceable, in whole or in part, this determination will not affect any other provision of this Agreement and the
provision in question will be modified by the court so as to be rendered enforceable to the fullest extent permitted by law, consistent
with the intent of the parties. This Agreement will be deemed to have been entered into and will be construed and enforced in accordance
with the laws of the State of New York without regard to conflict of laws principles. Any ambiguity in this Agreement shall not be construed
against either party as the drafter. Any waiver of a breach of this Agreement shall be in writing and shall not be deemed to be a waiver
of any successive breach. This Agreement may be delivered via facsimile, electronic mail (including pdf or any electronic signature complying
with the U.S. federal ESIGN Act of 2000, Uniform Electronic Transactions Act or other applicable law (e.g., www.docusign.com) or other
transmission method) and shall be deemed to have been duly and validly delivered and be valid and effective for all purposes, and may
be executed in counterparts which shall be deemed to be part of one original, and facsimile and electronic signatures shall be equivalent
to original signatures.
If this Agreement is acceptable to you, please
sign below and return the original to me. In addition, this Agreement is conditioned upon it being your only entitlement to severance
and any related benefits, and any other offer of severance or related benefits of any kind is immediately and automatically withdrawn
and will be null and void and of no further force or effect, even if you have executed such other agreement, upon your execution of this
Agreement. For the avoidance of doubt, under no circumstances will you be eligible to receive benefits under this Agreement and any other
or alternative separation agreement or proposal offered to you by the Company.
We wish you the best in your future endeavors.
Sincerely,
Michael Bonney Chair of the Board
I HAVE READ, UNDERSTAND AND
AGREE FULLY TO THE FOREGOING
Daniel Vitt
Date: _____________________________
8
EX-99.1
EX-99.1
Filename: e665684_ex99-1.htm · Sequence: 3
Immunic Appoints Elena Ridloff
to Board of Directors
– Appointment Strengthens
Board with Financial, Capital Markets and Commercial Leadership Expertise as the Company Approaches Pivotal Phase 3 ENSURE Readout in
Relapsing Multiple Sclerosis as well as Potential Regulatory Filings and Commercialization –
NEW YORK,
August 10, 2026 – Immunic, Inc. (Nasdaq:
IMUX), a late-stage biotechnology company pioneering the development of novel
oral therapies for neurologic diseases, today announced the appointment of Elena Ridloff, CFA to its Board of Directors, effective August
6, 2026. Ms. Ridloff brings more than two decades of experience driving financial strategy, corporate growth, and capital markets execution
across the biopharmaceutical industry.
“We are excited to welcome Elena to our Board as we enter an important period for Immunic,” commented Michael
W. Bonney, Chair of Immunic’s Board of Directors. “Ms. Ridloff is a highly respected biotech executive with a proven track
record of helping companies navigate periods of transformational growth. We are delighted to welcome her to the Board and look forward
to the valuable insights and perspectives she will bring.”
Erik Lundgren, Chief Executive Officer of Immunic,
added, “With top-line data from our Phase 3 ENSURE trials of vidofludimus calcium in relapsing
multiple sclerosis (MS) expected by year-end and the planned initiation of our confirmatory Phase 3 program in progressive MS,
we are executing towards a series of milestones that have the potential to define Immunic’s next phase of growth. Elena’s
experience building and advising high-growth biopharma companies will be invaluable as we continue to unlock vidofludimus calcium’s
potential across MS patient populations. I look forward to working closely with her as we move into this next phase.”
Ms. Ridloff brings more than 20 years of leadership experience in finance, corporate development, investor relations, and capital markets
across the biopharmaceutical industry. She currently serves as Chief Financial Officer at Sionna Therapeutics. Previously, Ms. Ridloff
served as Executive Vice President and Chief Financial Officer of ACADIA Pharmaceuticals, where she led the finance organization and played
a key role in the company's commercial growth, business development, pipeline expansion, and successfully raising $600 million in capital.
Earlier in her career, she established and led the investor relations function at Alexion Pharmaceuticals, was Chief Executive Officer
of BIOVISIO, an independent consulting firm serving the life sciences industry, and served as a Managing Director at Maverick Capital,
a hedge fund, leading healthcare and life sciences investments. Ms. Ridloff also serves on the Board of Directors of Kymera Therapeutics,
where she chairs the Audit Committee, and previously served on the Board of Directors of Kronos Bio. She holds a B.A. in History and Sociology
of Science from the University of Pennsylvania and is a CFA charterholder.
“I
am honored to join Immunic’s Board at such an exciting stage in the company’s evolution,” said Ms. Ridloff. ”Immunic
has assembled an exceptional team with deep expertise in MS and is advancing a differentiated oral program designed with the potential
to become a meaningful franchise opportunity spanning both relapsing and progressive forms of MS. With important clinical milestones ahead,
I look forward to working alongside the Board and management team to help advance vidofludimus calcium and support the successful execution
of the company’s long-term strategy.”
About Immunic, Inc.
Immunic, Inc. (Nasdaq:
IMUX) is a late-stage biotechnology company pioneering the development of novel oral therapies for neurologic diseases. The company’s
lead development program, vidofludimus calcium (IMU-838), is currently being evaluated in Phase 3 clinical trials for the treatment of
relapsing multiple sclerosis, with top-line data expected to be available by the end of 2026. Initiation of an additional Phase 3 clinical
trial in progressive MS is expected later in 2026. Vidofludimus calcium has already shown therapeutic potential and a favorable safety
and tolerability profile in Phase 2 clinical trials in relapsing-remitting multiple sclerosis, progressive multiple sclerosis and other
diseases. Vidofludimus calcium combines neuroprotective effects, through its mechanism as a first-in-class nuclear receptor-related 1
(Nurr1) activator, with additional anti-inflammatory and anti-viral effects, by selectively inhibiting the enzyme dihydroorotate dehydrogenase
(DHODH). The company’s development pipeline also includes earlier-stage programs, including IMU-381 and IMU-856, aimed at building
a broader therapeutics platform addressing neurodegenerative and autoimmune diseases. For further information, please visit: www.imux.com.
Cautionary
Statement Regarding Forward-Looking Statements
This press release contains “forward-looking
statements” that involve substantial risks and uncertainties for purposes of the safe harbor provided by the Private Securities
Litigation Reform Act of 1995. All statements, other than statements of historical facts, included in this press release regarding strategy,
future operations, future financial position, future revenue, projected expenses, sufficiency of cash and cash runway, expected timing,
development and results of clinical trials, prospects, plans and objectives of management are forward-looking statements. Examples of
such statements include, but are not limited to, statements relating to Immunic's development programs and the targeted diseases; the
potential for Immunic's development programs to safely and effectively target diseases; preclinical and clinical data for Immunic's development
programs; the feasibility of advancing vidofludimus calcium to a confirmatory Phase 3 clinical trial in progressive multiple sclerosis;
the timing of current and future clinical trials, anticipated clinical milestones and regulatory approvals; the nature, strategy and focus
of the company and further updates with respect thereto; the development and commercial potential of any product candidates of the company;
expectations regarding the capitalization, resources and ownership structure of the company; new appointments to Immunic’s board
of directors; and the executive and board structure of the company. Immunic may not actually achieve the plans, carry out the intentions
or meet the expectations or projections disclosed in the forward-looking statements and you should not place undue reliance on these forward-looking
statements. Such statements are based on management’s current expectations and involve substantial risks and uncertainties. Actual
results and performance could differ materially from those projected in the forward-looking statements as a result of many factors, including,
without limitation, increasing inflation, tariffs and macroeconomics trends, impacts of the Ukraine – Russia conflict and the conflict
in the Middle East on planned and ongoing clinical trials, risks and uncertainties associated with the ability to project future cash
utilization and reserves needed for contingent future liabilities and business operations, the availability of sufficient financial and
other resources to meet business objectives and operational requirements, the fact that the results of earlier preclinical studies and
clinical trials may not be predictive of future clinical trial results, any changes to the size of the target markets for the company’s
products or product candidates, the protection and market exclusivity provided by Immunic’s intellectual property, risks related
to the drug development and the regulatory approval process and the impact of competitive products and technological changes. A further
list and descriptions of these risks, uncertainties and other factors can be found in the section captioned “Risk Factors,”
in the company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2025, filed with the SEC on February 26, 2026,
and in the company’s subsequent filings with the SEC. Copies of these filings are available online at www.sec.gov or ir.imux.com/sec-filings.
Any forward-looking statement made in this release speaks only as of the date of this release. Immunic disclaims any intent or obligation
to update these forward-looking statements to reflect events or circumstances that exist after the date on which they were made. Immunic
expressly disclaims all liability in respect to actions taken or not taken based on any or all of the contents of this press release.
Contact Information
Immunic, Inc.
Jessica Breu
Vice President Investor Relations and Communications
+49 89 2080 477 09
jessica.breu@imux.com
US IR Contact
LifeSci Advisors
Joyce Allaire
immunic@lifesciadvisors.com
US Media Contact
Real Chemistry
media@imux.com
EX-99.2
EX-99.2
Filename: e665684_ex99-2.htm · Sequence: 4
Immunic, Inc. Reports Second
Quarter 2026 Financial Results and Provides Corporate Update
– Leadership Team Expanded
with Key Executive Appointments, Including Chief Executive Officer, Chief Medical Officer and Chair of the Board of Directors, to Support
Clinical Development, as well as NDA and Commercial Readiness –
– Pivotal Phase 3 ENSURE
Trials of Vidofludimus Calcium in Relapsing Multiple Sclerosis on Track, with Top-Line Data Expected by End of 2026 –
– Continued Preparations
for Phase 3 Trial of Vidofludimus Calcium in Progressive Multiple Sclerosis, with Initiation Planned Later This Year –
NEW YORK,
August 11, 2026 – Immunic, Inc. (Nasdaq:
IMUX), a late-stage biotechnology company pioneering the development of novel
oral therapies for neurologic diseases, today reported financial results for the second quarter ended June 30, 2026, and provided a corporate
update.
“During the second quarter, we continued
to execute across our late-stage development priorities as we advance toward what we believe will be a transformational period for Immunic,”
said Erik Lundgren, Chief Executive Officer of Immunic. “As we prepare for the next stage of Immunic’s growth, we have continued
to strengthen our board and team with world-class multiple sclerosis (MS) experts whose extensive development, medical, regulatory and
commercialization expertise will be instrumental as we execute on our clinical strategy and prepare for the potential regulatory filings
and commercialization of vidofludimus calcium (IMU-838). Following the successful closing of our oversubscribed private placement financing
earlier this year, we are well capitalized to execute on our key strategic priorities. We believe the milestones ahead position Immunic
for a significant near-term value inflection for vidofludimus calcium in relapsing MS, while continuing to unlock the substantial long-term
opportunity across the broader progressive MS patient population.”
Jason Tardio, President and Chief Operating Officer
of Immunic, commented, “We remain highly encouraged by the consistent and differentiated profile of vidofludimus calcium, supported
by additional data from our Phase 2 CALLIPER trial in progressive MS presented at this year's CMSC Annual Meeting, including favorable
safety, tolerability, patient-reported, and exploratory efficacy data. Taken together, these findings reinforce our confidence in the
potential of vidofludimus calcium to offer a differentiated benefit/risk profile through its novel dual mechanism of action, combining
Nurr1 activation with selective DHODH inhibition. We believe this approach has the potential to deliver meaningful efficacy while maintaining
the favorable safety and tolerability profile observed to date, positioning vidofludimus calcium as a potentially important new oral treatment
option for people living with MS.”
“Our Phase 3 ENSURE trials of vidofludimus
calcium in relapsing MS remain on track to report top-line data by the end of 2026,” added Michael A. Panzara, M.D., M.P.H., Chief
Medical Officer of Immunic. “With regulatory alignment and precedent surrounding the time to first relapse primary endpoint, the
path to regulatory submission upon positive trial results is clear. In parallel, we are preparing to initiate our Phase 3 progressive
MS trial later this year, reinforcing our commitment to evaluating the potential of vidofludimus calcium for anyone living with MS.”
Second Quarter 2026 and Subsequent Highlights
· Ongoing Phase 3 ENSURE Relapsing MS Program: Continued to execute the twin Phase 3 ENSURE-1 and
ENSURE-2 trials of vidofludimus calcium in relapsing MS.
· Preparation of Phase 3 Progressive MS Program: Continued preparations for a confirmatory Phase
3 program in progressive MS, building on the Phase 2 CALLIPER trial data.
· Additional Phase 2 CALLIPER Data Presented at CMSC Annual Meeting: Presented one late-breaking
and two additional posters of new data from the Phase 2 CALLIPER trial of vidofludimus calcium in progressive MS at the 2026 Consortium
of Multiple Sclerosis Centers (CMSC) Annual Meeting. The new analyses, which included a novel unified confirmed disability change (CDC)
endpoint, up to 120 weeks of patient-reported outcomes, and safety and tolerability data, further reinforced the favorable profile of
vidofludimus calcium and its potential to address underlying drivers of disability progression in progressive MS.
· Expansions in Management and Board of Directors:
o Appointment of Erik Lundgren as Chief Executive Officer, effective May 22, 2026, with employment having
begun on June 1, 2026. Mr. Lundgren is a biopharmaceutical executive with nearly two decades of commercial leadership experience, including
senior roles at Genentech and Roche supporting the launch of Ocrevus® for relapsing and primary progressive MS. On July 5, 2026, Mr.
Lundgren was also appointed to serve as a Director of the Board.
o Appointment of Michael A. Panzara, M.D., M.P.H., as Chief Medical Officer, effective April 24, 2026. Dr.
Panzara brings over 25 years of global neurology experience and proven leadership in advancing transformational therapies through development
and regulatory approval processes. Dr. Panzara oversaw the global regulatory approvals of the MS drugs Lemtrada® and Aubagio®
during his tenure at Sanofi Genzyme. During his time at Biogen, he served as global clinical lead for the development of Tysabri®
and managed the late-stage MS portfolio.
o In addition, Michael W. Bonney has been appointed as Chair of the Board of Directors, effective May 16,
2026. Mr. Bonney is a seasoned biopharmaceutical executive with more than three decades of leadership experience, including senior commercial
roles at Biogen tied to the launch and growth of Avonex® for relapsing MS and CEO experience at Cubist Pharmaceuticals. Simona Skerjanec,
M.Pharm, M.B.A., transitioned from Interim Chairperson to continue serving as a Board member.
o Appointment of Elena Ridloff to the Board of Directors, effective August 6, 2026. Ms. Ridloff brings more
than 20 years of leadership experience in finance, corporate development, investor relations, and capital markets across the biopharmaceutical
industry. She currently serves as Chief Financial Officer at Sionna Therapeutics.
Anticipated Clinical Milestones
· Vidofludimus Calcium in Relapsing MS: Top-line data from the twin Phase 3 ENSURE-1 and ENSURE-2
trials remains on track and is expected to be available by the end of 2026. If positive, Immunic plans to submit a New Drug Application
(NDA) in the United States in mid-2027, with a targeted potential regulatory approval date in 2028.
· Vidofludimus Calcium in Progressive MS: The planned initiation of a Phase 3 program in progressive
MS remains on track for later this year.
· IMU-381: The IMU-381 program, selected to leverage the Nurr1 platform for neurologic and autoimmune
diseases, continues to be in preclinical testing with lead candidate identification ongoing.
Financial and Operating Results
Total Operating Expenses for the three
and six months ended June 30, 2026 were $35.3 million and $68.6 million, respectively. Included in these results are $7.2 million and
$11.7 million, respectively, of non-cash charges, primarily related to stock compensation expense.
Research and Development (R&D) Expenses
were $25.9 million for the three months ended June 30, 2026, as compared to $21.3 million for the three months ended June 30, 2025. The
$4.6 million increase reflects (i) a $4.4 million increase in personnel expenses, $3.2 million of which was related to non-cash stock
compensation, (ii) a $1.6 million increase due to drug-drug interaction studies in support of a potential NDA filing, (iii) a $1.1 million
increase related to costs across numerous categories, partially offset by (iv) a $2.0 million decrease related to the CALLIPER clinical
trial and (v) a $0.5 million decrease related to the ENSURE clinical trials.
For the six months ended June 30, 2026, R&D
expenses were $51.6 million, as compared to $42.9 million for the six months ended June 30, 2025. The $8.7 million increase reflects (i)
a $5.4 million increase in personnel expenses, $3.8 million of which was related to non-cash stock compensation, (ii) a $3.9 million increase
due to drug-drug interaction studies in support of a potential NDA filing, (iii) a $3.1 million increase for vidofludimus calcium drug
supply and (iv) a $1.3 million increase related to costs across numerous categories, partially offset by (v) a $2.8 million decrease related
to the CALLIPER clinical trial and (vi) a $2.2 million decrease related to the ENSURE clinical trials.
General and Administrative (G&A) Expenses
were $9.4 million for the three months ended June 30, 2026, as compared to $5.7 million for the same period ended June 30, 2025. The
$3.7 million increase was due to (i) a $2.1 million increase related to personnel expenses, of which $1.8 million was related to non-cash
stock compensation, (ii) a $0.7 million increase in legal and consultancy expenses, (iii) a $0.4 million increase in pre-commercial marketing
expenses, and (iv) a $0.5 million increase in related costs across numerous categories.
For the six months ended June 30, 2026, G&A
expenses were $17.0 million, as compared to $11.0 million for the same period ended June 30, 2025. The $6.0 million increase was due to
(i) a $4.2 million increase related to personnel expenses, of which $3.6 million was related to non-cash stock compensation, (ii) a $1.0
million increase in legal and consultancy expenses, (iii) a $0.6 million increase in pre-commercial marketing expenses, and (iv) a $0.2
million increase in related costs across numerous categories.
Interest Income was $1.3 million for the
three months ended June 30, 2026, as compared to $0.3 million for the three months ended June 30, 2025. The $1.0 million increase was
due to a higher average cash balance as a result of the February 2026 Private Placement.
For the six months ended June 30, 2026, interest
income was $2.0 million, as compared to $0.4 million for the same period ended June 30, 2025. The $1.6 million increase was due to a higher
average cash balance as a result of the February 2026 Private Placement.
Other Income (Expense) was ($0.06) million
for the three months ended June 30, 2026, as compared to $0.02 million for the same period ended June 30, 2025.
For the six months ended June 30, 2026, Other
Income (Expense) was ($0.2 million), as compared to $1.2 million for the same period ended June 30, 2025. The $1.4 million decrease was
primarily attributable to (i) a $1.0 million grant income of the German Federal Ministry of Finance recognized in the first quarter 2025
and no grant income in 2026 and (ii) a $0.4 million decrease across various categories.
Net Loss for the three months ended June
30, 2026, was approximately $34.1 million, or $0.80 per basic and diluted share, based on 42,513,839 weighted-average common shares outstanding,
compared to a net loss of approximately $26.8 million, or $2.03 per basic and diluted share, based on 13,217,520 weighted-average common
shares outstanding for the same period ended June 30, 2025.
Net loss for the six months ended June 30, 2026,
was approximately $66.7 million, or $1.83 per basic and diluted share, based on 36,359,274 weighted average common shares outstanding,
compared to a net loss of approximately $52.3 million or $4.48 per basic and diluted share, based on 11,684,499 weighted average common
shares outstanding for the same period ended June 30, 2025.
Cash and Cash Equivalents as of June 30,
2026 were $155.1 million. With these funds, Immunic expects to be able to fund its operations into late 2027.
About Immunic, Inc.
Immunic, Inc. (Nasdaq:
IMUX) is a late-stage biotechnology company pioneering the development of novel oral therapies for neurologic diseases. The company’s
lead development program, vidofludimus calcium (IMU-838), is currently being evaluated in Phase 3 clinical trials for the treatment of
relapsing multiple sclerosis, with top-line data expected to be available by the end of 2026. Initiation of an additional Phase 3 clinical
trial in progressive MS is expected later in 2026. Vidofludimus calcium has already shown therapeutic potential and a favorable safety
and tolerability profile in Phase 2 clinical trials in relapsing-remitting multiple sclerosis, progressive multiple sclerosis and other
diseases. Vidofludimus calcium combines neuroprotective effects, through its mechanism as a first-in-class nuclear receptor-related 1
(Nurr1) activator, with additional anti-inflammatory and anti-viral effects, by selectively inhibiting the enzyme dihydroorotate dehydrogenase
(DHODH). The company’s development pipeline also includes earlier-stage programs, including IMU-381 and IMU-856, aimed at building
a broader therapeutics platform addressing neurodegenerative and autoimmune diseases. For further information, please visit: www.imux.com.
Cautionary
Statement Regarding Forward-Looking Statements
This press release contains “forward-looking
statements” that involve substantial risks and uncertainties for purposes of the safe harbor provided by the Private Securities
Litigation Reform Act of 1995. All statements, other than statements of historical facts, included in this press release regarding strategy,
future operations, future financial position, future revenue, projected expenses, sufficiency of cash and cash runway, expected timing,
development and results of clinical trials, prospects, plans and objectives of management are forward-looking statements. Examples of
such statements include, but are not limited to, statements relating to Immunic's development programs and the targeted diseases; the
potential for Immunic's development programs to safely and effectively target diseases; preclinical and clinical data for Immunic's development
programs; the feasibility of advancing vidofludimus calcium to a confirmatory Phase 3 clinical trial in progressive multiple sclerosis;
the timing of current and future clinical trials, anticipated clinical milestones and regulatory approvals; the nature, strategy and focus
of the company and further updates with respect thereto; the development and commercial potential of any product candidates of the company;
expectations regarding the capitalization, resources and ownership structure of the company; and the executive and board structure of
the company. Immunic may not actually achieve the plans, carry out the intentions or meet the expectations or projections disclosed in
the forward-looking statements and you should not place undue reliance on these forward-looking statements. Such statements are based
on management’s current expectations and involve substantial risks and uncertainties. Actual results and performance could differ
materially from those projected in the forward-looking statements as a result of many factors, including, without limitation, increasing
inflation, tariffs and macroeconomics trends, impacts of the Ukraine – Russia conflict and the conflict in the Middle East on planned
and ongoing clinical trials, risks and uncertainties associated with the ability to project future cash utilization and reserves needed
for contingent future liabilities and business operations, the availability of sufficient financial and other resources to meet business
objectives and operational requirements, the fact that the results of earlier preclinical studies and clinical trials may not be predictive
of future clinical trial results, any changes to the size of the target markets for the company’s products or product candidates,
the protection and market exclusivity provided by Immunic’s intellectual property, risks related to the drug development and the
regulatory approval process and the impact of competitive products and technological changes. A further list and descriptions of these
risks, uncertainties and other factors can be found in the section captioned “Risk Factors,” in the company’s Annual
Report on Form 10-K for the fiscal year ended December 31, 2025, filed with the SEC on February 26, 2026, and in the company’s subsequent
filings with the SEC. Copies of these filings are available online at www.sec.gov or ir.imux.com/sec-filings. Any forward-looking statement
made in this release speaks only as of the date of this release. Immunic disclaims any intent or obligation to update these forward-looking
statements to reflect events or circumstances that exist after the date on which they were made. Immunic expressly disclaims all liability
in respect to actions taken or not taken based on any or all of the contents of this press release.
Contact Information
Immunic, Inc.
Jessica Breu
Vice President Investor Relations and Communications
+49 89 2080 477 09
jessica.breu@imux.com
US IR Contact
LifeSci Advisors
Joyce Allaire
immunic@lifesciadvisors.com
US Media Contact
Real Chemistry
media@imux.com
Financials
Immunic, Inc.
Condensed Consolidated Balance Sheets
(In thousands, except share and per share amounts)
(Unaudited)
June 30, 2026
December 31, 2025
(Unaudited)
Assets
Current assets:
Cash and cash equivalents
$ 155,098
$ 15,483
Other current assets and prepaid expenses
2,735
7,386
Total current assets
157,833
22,869
Property and equipment, net
771
608
Right-of-use assets
565
575
Total assets
$ 159,169
$ 24,052
Liabilities and Stockholders’ Equity (Deficit)
Current liabilities:
Accounts payable
$ 12,665
$ 10,138
Accrued expenses
17,852
18,645
Other current liabilities
743
1,835
Total current liabilities
31,260
30,618
Long term liabilities
Operating lease liabilities
328
107
Total long-term liabilities
328
107
Total liabilities
31,588
30,725
Commitments and contingencies
Stockholders’ equity (deficit):
Preferred stock, $0.0001 par value; 20,000,000 shares authorized and no shares issued or outstanding as of June 30, 2026 and December 31, 2025
—
—
Common stock, $0.0001 par value; 500,000,000 shares authorized as of June 30, 2026 and December 31, 2025, and 13,644,467 and 12,038,263 shares issued and outstanding as of June 30, 2026 and December 31, 2025, respectively
13
9
Additional paid-in capital
800,054
599,241
Accumulated other comprehensive income
2,772
2,648
Accumulated deficit
(675,258 )
(608,571 )
Total stockholders’ equity (deficit)
127,581
(6,673 )
Total liabilities and stockholders’ equity (deficit)
$ 159,169
$ 24,052
Immunic, Inc.
Condensed Consolidated Statements of Operations
(In thousands, except share and per share amounts)
(Unaudited)
Three Months
Ended June 30,
Six Months
Ended June 30,
2026
2025
2026
2025
Operating expenses:
Research and development
$ 25,931
$ 21,369
$ 51,557
$ 42,902
General and administrative
9,396
5,714
17,005
11,006
Total operating expenses
35,327
27,083
68,562
53,908
Loss from operations
(35,327 )
(27,083 )
(68,562 )
(53,908 )
Other income (expense):
Interest income
1,286
241
2,046
424
Other income (expense), net
(58 )
22
(171 )
1,191
Total other income
1,228
263
1,875
1,615
Net loss
$ (34,099 )
$ (26,820 )
$ (66,687 )
$ (52,293 )
Net loss per share, basic and diluted
$ (0.80 )
$ (2.03 )
$ (1.83 )
$ (4.48 )
Weighted-average common shares outstanding, basic and diluted
42,513,839
13,217,520
36,359,274
11,684,499
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Aug. 06, 2026
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Entity Incorporation, State or Country Code
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Entity Address, Address Line One
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