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Form 8-K

sec.gov

8-K — ALX ONCOLOGY HOLDINGS INC

Accession: 0001193125-26-290447

Filed: 2026-06-30

Period: 2026-06-29

CIK: 0001810182

SIC: 2834 (PHARMACEUTICAL PREPARATIONS)

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

Item: Regulation FD Disclosure

Item: Other Events

Item: Financial Statements and Exhibits

Documents

8-K — alxo-20260629.htm (Primary)

EX-99.1 (alxo-ex99_1.htm)

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8-K

8-K (Primary)

Filename: alxo-20260629.htm · Sequence: 1

8-K

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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): June 29, 2026

ALX ONCOLOGY HOLDINGS INC.

(Exact name of Registrant as Specified in Its Charter)

Delaware

001-39386

85-0642577

(State or Other Jurisdiction

of Incorporation)

(Commission File Number)

(IRS Employer

Identification No.)

323 Allerton Avenue,

South San Francisco, California

94080

(Address of Principal Executive Offices)

(Zip Code)

650-466-7125

(Registrant’s Telephone Number, Including Area Code)

Not applicable

(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:

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

Common Stock, par value $0.001 per share

ALXO

The Nasdaq Global Select 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.

On June 29, 2026, Corey Goodman, Ph.D. informed ALX Oncology Holdings Inc. (the “Company”) of his resignation as Chairman of the Company’s board of directors (the “Board”) and as a member of the Board, and from all committees thereof, to be effective as of the close of business on June 29, 2026. Dr. Goodman resigned for personal reasons and not as a 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 June 30, 2026, the Company issued a press release announcing certain matters including those described in Item 5.02. A copy of this press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.

The information contained in this Item 7.01, including the related information set forth in the press release attached hereto as Exhibit 99.1, is being “furnished” and shall not be deemed “filed” with the Securities and Exchange Commission for the 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 and is not incorporated by reference into any filing of the Company under the Securities Act of 1933, as amended, 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 8.01 Other Events.

In connection with Dr. Goodman’s resignation, the Board appointed Scott Garland, an independent director of the Company, to serve as Chairman of the Board, effective as of June 29, 2026.

In connection with the Board changes referenced above, the Board approved the following composition of committees of the Board:

Audit Committee

Rekha Hemrajani, Chair; Daniel J. Curran, M.D.; and Scott Garland.

Compensation Committee

Chris Takimoto, M.D., Ph.D., F.A.C.P., Chair; and Scott Garland.

Corporate Governance and Nominating Committee

Daniel J. Curran, M.D., Chair; and Rekha Hemrajani.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit

Number

Description

99.1

Press Release dated June 30, 2026

104

Cover Page Interactive Data File (formatted as Inline XBRL)

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.

ALX ONCOLOGY HOLDINGS INC.

Date: June 30, 2026

By:

/s/ Jason Lettmann

Jason Lettmann

Chief Executive Officer

EX-99.1

EX-99.1

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EX-99.1

Exhibit 99.1

ALX Oncology Appoints Scott Garland as Chairman of the Board and Michael Listgarten as General Counsel

Strengthens Leadership with Veteran Executives with Decades of Industry Experience

Scott Garland Succeeds Co-Founder Corey Goodman, Ph.D., After More Than a Decade of Foundational Leadership

SOUTH SAN FRANCISCO, Calif., June 30, 2026 – ALX Oncology Holdings Inc. ("ALX Oncology," Nasdaq: ALXO), a clinical-stage biotechnology company advancing a pipeline of novel therapies designed to treat cancer and extend patients’ lives, today announced the appointments of Scott Garland as Chairman of the Board of Directors (the "Board") and Michael Listgarten as General Counsel, effective immediately.

Mr. Garland succeeds Corey Goodman, Ph.D., who is stepping down as Chairman and a member of the Board after more than a decade of foundational scientific and strategic leadership. Mr. Garland has served on the ALX Oncology Board since November 2022, where he has consistently leveraged his more than 30 years of biopharmaceutical industry knowledge, including extensive commercial and operational expertise, in support of the Company’s strategic and clinical priorities.

“It has been a privilege to serve as Chairman since co-founding the Company,” said Corey Goodman, Ph.D., Co-Founder and Outgoing Chairman of ALX Oncology. “I am incredibly proud of the progress we have made, particularly advancing evorpacept into late-stage development and progressing ALX2004, both of which have potential of addressing multiple high-need oncology patient populations. Scott is a highly respected leader with a strong track record and I am confident that, under his guidance, the Company will continue to execute at this pivotal stage of growth and deliver long-term value to our stockholders. I look forward to working closely with the Board and management to ensure a seamless transition and continued momentum for the Company.”

“Corey’s contributions to ALX Oncology are immeasurable,” said Jason Lettmann, Chief Executive Officer at ALX Oncology. “He helped define our scientific direction and led with unwavering commitment through every stage of the Company’s development. The progress we have made with evorpacept and ALX2004 would not exist without him, and I’m deeply grateful for everything Corey has given to this Company and to the patients we serve. I am equally pleased to welcome Scott as Chairman of our Board. Scott has been an invaluable board member and a trusted partner to our management team. His guidance will be critical as we advance our pipeline and approach critical milestones for both of our programs.”

Commenting on the appointment of Mr. Listgarten to General Counsel, Mr. Lettmann noted, “Michael is a highly accomplished legal leader with a proven track record of guiding biopharmaceutical companies through critical inflection points. His deep domain expertise across complex transactions, governance, and public company matters will be crucial as we advance evorpacept into registration studies, progress ALX2004, deepen our strategic partnerships, and continue executing on our long-term growth strategy.”

About Michael Listgarten

Michael brings over 30 years of combined law firm and in-house experience advising biopharmaceutical companies, with expertise in guiding organizations through the transition from late-stage clinical development to commercialization. Most recently, he served as General Counsel at RAPT Therapeutics, leading the legal and compliance function, supporting complex clinical development programs, regulatory strategy, and capital markets. Prior to that, Michael served as Vice President of Healthcare Law & Chief Compliance Officer at Adamas Pharmaceuticals. Prior to Adamas, he served as Vice President of Healthcare Law at Principia Biopharma. Michael also spent 16 years at Genentech, Inc., where he led a large team of attorneys providing strategic legal and compliance advice to support the development and commercialization of its products. Michael holds a J.D. and Masters of International Affairs from Columbia University, as well as a B.A. in Political Science from the University of Pennsylvania.

About ALX Oncology

ALX Oncology (Nasdaq: ALXO) is a clinical-stage biotechnology company advancing a pipeline of novel therapies designed to treat cancer and extend patients’ lives. ALX Oncology’s lead therapeutic candidate, evorpacept, has demonstrated potential to serve as a cornerstone therapy upon which the future of immuno-oncology can be built. Evorpacept is currently being evaluated across multiple ongoing clinical trials in a wide range of cancer indications. ALX Oncology’s second pipeline candidate, ALX2004, is a novel EGFR-targeted antibody-drug conjugate with a differentiated mechanism of action. A Phase 1, dose-escalation trial of ALX2004 is ongoing in patients with EGFR-expressing solid tumors. More information is available at www.alxoncology.com and on LinkedIn @ALX Oncology.

Cautionary Note Regarding Forward-Looking Statements

This press release contains forward-looking statements that involve substantial risks and uncertainties. Forward-looking statements include statements regarding future results of operations and financial position, business strategy, product candidates, planned preclinical studies and clinical trials, results of clinical trials, research and development costs, regulatory approvals, timing and likelihood of success, plans and objects of management for future operations, as well as statements regarding industry trends. Such forward-looking statements are based on ALX Oncology’s beliefs and assumptions and on information currently available to it on the date of this press release. Forward-looking statements may involve known and unknown risks, uncertainties and other factors that may cause ALX Oncology’s actual results, performance or achievements to be materially different from those expressed or implied by the forward-looking statements. These and other risks are described more fully in ALX Oncology’s filings with the Securities and Exchange Commission (SEC), including ALX Oncology’s Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q and other documents ALX Oncology files with the SEC from time to time. Except to the extent required by law, ALX Oncology undertakes no obligation to update such statements to reflect events that occur or circumstances that exist after the date on which they were made.

Investor Relations Contact:

Kevin Lui

Director, Investor Relations

kevin.lui@precisionaq.com

Media Contact:

Genevieve Britton

Senior Director, Public Relations

genevieve.britton@precisionaq.com

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