UBX UNITY Biotechnology Inc

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): March 8, 2025

 

 

UNITY BIOTECHNOLOGY, INC.

(Exact name of registrant as specified in its charter)

 

 

Delaware		001-38470		26-4726035
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification Number)

285 East Grand Ave.

South San Francisco, CA 94080

(Address of principal executive offices, including Zip Code)

Registrant’s telephone number, including area code: (650) 416-1192

 

 

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 $0.0001 per share	UBX	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 March 8, 2025, the Board of Directors (the “Board”) of UNITY Biotechnology, Inc. (“Unity” or the “Company”) appointed Dr. Yehia Hashad, M.D., current executive vice president of research & development and chief medical officer at Bausch + Lomb, to the Board and as a member of the Science Committee, effective immediately. Dr. Hashad will serve as a Class III director until the Company’s 2027 annual meeting of stockholders, or until his earlier death, disqualification, resignation or removal.

As a non-employee director, Dr. Hashad will receive compensation in accordance with the Company’s non-employee director compensation program. Pursuant to this program, upon the effective date of his appointment to the Board, Dr. Hashad received a stock option award exercisable for 20,000 shares of the Company’s common stock and will be eligible for the annual cash retainer in the amount of $40,000, as well as an additional cash retainer of $5,000 for service as a member of the Company’s Science Committee. The stock option will vest in equal monthly installments over three years, subject to his continued service through each applicable vesting date.

Dr. Hashad will also enter into an indemnification agreement with the Company consistent with the form agreement executed with each of the Company’s current officers and directors.

There were no arrangements or understandings between Dr. Hashad, and any other person pursuant to which Dr. Hashad was appointed as a member of the Board. There have been no transactions in which Dr. Hashad has an interest that would be reportable under Item 404(a) of Regulation S-K.

Item 8.01 Other Events.

On March 10, 2025, UNITY issued a press release announcing the foregoing matters. A copy of the press release is filed as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

 

---

EXHIBIT INDEX

Incorporated by Reference

Exhibit Number

Description

Form

Number

Filing Date

Filed Herewith

99.1

Press release dated March 10, 2025.

X

10.6#

Form of Indemnification Agreement for directors and officers.

S-1

10.7

4-5-18

10.6#

10.32#

Third Amended and Restated Non-Employee Director Compensation Program.

10-K

10.41

4-15-24

104

Cover Page Interactive Data File, formatted 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.

 

	UNITY BIOTECHNOLOGY, INC.
Date: March 10, 2025	By:	/s/ Anirvan Ghosh
		Anirvan Ghosh, Ph.D.
		Chief Executive Officer

 

 

---

Exhibit 99.1

 

UNITY Biotechnology Appoints Industry Leader and Ophthalmology Expert Yehia Hashad, M.D., to the Board of Directors

 

SAN FRANCISCO, Calif., March 10, 2025 – UNITY Biotechnology, Inc. (“UNITY”) [NASDAQ: UBX], a biotechnology company developing therapeutics to slow, halt, or reverse diseases of aging, today announced that Yehia Hashad, M.D., executive vice president of research and development and chief medical officer at Bausch + Lomb, has been appointed to the Company’s board of directors and as a member of its science committee.

 

"Dr. Hashad is a highly respected leader in ophthalmology whose expertise will be invaluable as we prepare for the upcoming Phase 2b ASPIRE 24-week data readout and optimize our strategy to potentially advance UBX1325 to late-stage development," said Anirvan Ghosh, Ph.D., chief executive officer of UNITY Biotechnology. "With over two decades of experience in clinical and commercial drug development, Dr. Hashad’s insights will be instrumental in positioning UBX1325 as a much-needed treatment option for patients with diabetic macular edema."

 

Dr. Hashad is a seasoned ophthalmologist and retinal specialist with more than 25 years of leadership experience in global research and development. In his current position as the executive vice president of research & development and chief medical officer at Bausch + Lomb, he oversees all R&D portfolios across all business units. Previously, he served as senior vice president and head of R&D for Allergan Aesthetics (Abbvie Company), in which he oversaw the development of more than 40 programs that spanned a wide range of pharmaceutical products. Prior to Allergan, Dr. Hashad spent five years with Novartis Pharma AG, where he served as a global medical director for age-related macular degeneration-related treatments Visudyne® and Lucentis® and as a medical director, ophthalmology for the European region. Dr. Hashad obtained his Master of Science in medical and surgical ophthalmology from Cairo University and a business degree from INSEAD in France. He previously served on the boards of The Glaucoma Research Foundation, the National Alliance of Eye and Vision Research, and the University of California Irvine Research Center.

 

"I am thrilled to join UNITY at this pivotal moment and contribute to its mission to develop the next generation of therapeutics for retinal diseases,” said Dr. Hashad. "I look forward to collaborating with the UNITY team to advance the lead senolytic program and shape an exciting pipeline of future products."

 

Keith R. Leonard Jr., chairman of the board of UNITY Biotechnology added, "We are delighted to welcome an experienced ophthalmologist and drug development leader like Dr. Hashad to the board and our science committee. Dr. Hashad's strategic perspective and clinical experience will be vital as we continue to advance UBX1325 and develop innovative products in ophthalmology.”

 

About UNITY

UNITY is developing a new class of therapeutics to slow, halt, or reverse diseases of aging. UNITY’s current focus is on creating medicines to selectively eliminate or modulate senescent cells and thereby provide transformative benefit in age-related ophthalmologic and neurologic diseases. More information is available at www.unitybiotechnology.com or follow us on X and LinkedIn.

Forward-Looking Statements

This press release contains forward-looking statements including statements related to UNITY’s understanding of cellular senescence and the role it plays in diseases of aging, the potential for UNITY to develop therapeutics to slow, halt, or reverse diseases of aging, including for ophthalmologic and neurologic diseases, the potential for UNITY to successfully commence and complete clinical studies of UBX1325 for DME and other ophthalmologic diseases, and the expected timing of results of the clinical trial in UBX1325. These statements involve substantial known and unknown risks, uncertainties, and other factors that may cause our actual results, levels of activity, performance, or achievements to be materially different from the information expressed or implied by these forward-looking statements, including risks related to delay or disruption in clinical trials, risks relating to the uncertainties inherent in the drug development process, risks related to the Company's ability to raise funding and resulting runway, and risks relating to UNITY’s

---

understanding of senescence biology. The Company may not actually achieve the plans, intentions, or expectations disclosed in its forward-looking statements, and you should not place undue reliance on our forward-looking statements. Actual results or events could differ materially from the plans, intentions and expectations disclosed in the forward-looking statements we make. The forward-looking statements in this press release represent our views as of the date of this release. The Company anticipates that subsequent events and developments will cause its views to change. However, while the Company may elect to update these forward-looking statements at some point in the future, it has no current intention of doing so except to the extent required by applicable law. You should, therefore, not rely on these forward-looking statements as representing the Company's views as of any date subsequent to the date of this release. For a further description of the risks and uncertainties that could cause actual results to differ from those expressed in these forward-looking statements, as well as risks relating to the business of the Company in general and the sufficiency of its cash runway, see UNITY’s most recent Annual Report on Form 10-K for the year ended December 31, 2024, filed with the Securities and Exchange Commission on March 7, 2025, as well as other documents that may be filed by UNITY from time to time with the Securities and Exchange Commission.

 

Media Contact
Inizio Evoke Comms
Katherine Smith
Katherine.Smith@inizioevoke.com

Investor Contact
LifeSci Advisors, LLC
Joyce Allaire
jallaire@lifesciadvisors.com

---

v3.25.0.1

Document and Entity Information	Mar. 08, 2025
Cover [Abstract]
Document Type	8-K
Amendment Flag	false
Document Period End Date	Mar. 08, 2025
Entity Registrant Name	UNITY BIOTECHNOLOGY, INC.
Entity Central Index Key	0001463361
Entity Emerging Growth Company	false
Entity File Number	001-38470
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	26-4726035
Entity Address, Address Line One	285 East Grand Ave.
Entity Address, City or Town	South San Francisco
Entity Address, State or Province	CA
Entity Address, Postal Zip Code	94080
City Area Code	(650)
Local Phone Number	416-1192
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common Stock, par value $0.0001 per share
Trading Symbol	UBX
Security Exchange Name	NASDAQ

---