AUTL 8-K
Autolus Therapeutics plc (AUTL)
8-K
2025-12-02
For: 2025-12-01
View Original
Added on
April 10, 2026
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): December 1, 2025
(Exact name of registrant as specified in its Charter)
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Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
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Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||||||
* | Not for trading, but only in connection with the listing of the American Depositary Shares on The Nasdaq Global Select Market. The American Depositary Shares represent the right to receive ordinary shares and are being registered under the Securities Act of 1933, as amended, pursuant to a separate Registration Statement on Form F-6. Accordingly, the American Depositary Shares are exempt from the operation of Section 12(a) of the Securities Exchange Act of 1934, as amended, pursuant to Rule 12a-8 thereunder. | |||||||
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
Appointment of New Director
On December 1, 2025, Autolus Therapeutics plc (the “Company”) announced that its board of directors (the “Board”), upon the recommendation of the Nominating and Corporate Governance Committee of the Board, appointed Ryan Richardson to serve as a Class I director of the Company, effective December 1, 2025 and continuing until the Company’s 2028 annual general meeting of shareholders, or until his successor has been duly elected and qualified, or until his earlier death, resignation or removal.
Mr. Richardson brings more than 20 years of experience in the healthcare and investment banking industries. Mr. Richardson previously served as Chief Strategy Officer and member of the Management Board of BioNTech SE (“BioNTech”) during his tenure from September 2018 to September 2025. In addition to leading BioNTech’s Corporate Development and Strategy, Capital Markets, and Investor Relations functions, Mr. Richardson played a central role in BioNTech’s global expansion and transition to a commercial stage company, including its initial public offering, subsequent private placement and follow-on equity financings, and multiple strategic business development and mergers and acquisition transactions. He served as Chairman of the Board of Directors of Instadeep Ltd., a leading global technology company active in the field of artificial intelligence and machine learning, following BioNTech’s acquisition in July 2023. Prior to BioNTech, Mr. Richardson was an Executive Director in J.P. Morgan’s Global Healthcare Investment Banking team in London, where he worked on a wide range of strategic transactions from 2011 to 2018. Earlier in his career, Mr. Richardson served as a life sciences management consultant and health economist. He was the recipient of the 2004 Robert. R. Bosch Fellowship and a recipient of the 2018 Eisenhower Zhi-Xing Fellowship in China. Mr. Richardson holds an International MBA from the University of Chicago Booth School of Business, an M.Sc. from the London School of Economics, and a B.S. from the University of Kansas.
Mr. Richardson will be compensated in accordance with the terms of the Company’s non-executive director compensation policy, pursuant to which Mr. Richardson will be entitled to receive a £33,000 annual retainer for his service on the Board. Further, pursuant to the policy, he will also be granted an initial one-time equity award of options to purchase 80,000 of the Company’s American Depositary Shares (“ADSs”), with an exercise price equal to $1.41, the closing price of the Company’s ADSs on November 28, 2025. The award will vest and become exercisable in thirty-six equal monthly installments, subject to Mr. Richardson’s continued service on the Board through each applicable vesting date. The Company will enter into its standard deed of indemnity agreement for directors and officers with Mr. Richardson, the form of which was filed as an exhibit to the Company’s Registration Statement on Form F-1 (File No. 333- 224720) filed with the SEC on June 8, 2018.
There are no family relationships between Mr. Richardson and any director or executive officer of the Company, and the Company has not entered into any transactions with Mr. Richardson that are reportable pursuant to Item 404(a) of Regulation S-K. There are no arrangements or understandings between Mr. Richardson and any other persons pursuant to which he was selected as a director.
Item 7.01 Regulation FD Disclosure.
On December 1, 2025, the Company issued a press release announcing the appointment of Mr. Richardson to the Board. The press release is furnished as Exhibit 99.1 hereto and is incorporated by reference herein.
The information contained in this Item 7.01, including Exhibit 99.1, shall not be deemed “filed” for 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, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by reference in such a filing.
Item 9.01 Financial Statements and Exhibits
d) Exhibits
| Exhibit No. | Description of Exhibit | |||||||
| 104 | Cover Page Interactive Date File (embedded within the Inline XBRL document) | |||||||
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.
| AUTOLUS THERAPEUTICS PLC | ||||||||
| Dated: December 2, 2025 | By: | /s/Christian Itin, Ph.D. | ||||||
| Name: Christian Itin, Ph.D. | ||||||||
| Title: Chief Executive Officer | ||||||||
1 Autolus Therapeutics Appoints Ryan Richardson to Board of Directors LONDON & Gaithersburg, MD, December 1, 2025 -- Autolus Therapeutics plc (Nasdaq: AUTL), an early commercial stage biopharmaceutical company developing, manufacturing and delivering next-generation programmed T cell therapies, today announced the appointment of Ryan Richardson to the Company’s Board of Directors. Mr. Richardson brings more than 20 years of strategy and corporate development experience and in the healthcare and investment banking industries to Autolus’ Board. “Autolus has entered a new phase of growth as a commercial-stage company. Ryan’s deep experience guiding corporate strategy and development will be invaluable to our organization as we continue the momentum of our first commercial launch, and maximize the significant opportunity we have to expand obe-cel’s reach in new indications in a focused and efficient manner,” said Dr. Christian Itin, Autolus CEO. “Autolus is well-positioned with a foundation of strong clinical data supporting growth in current and future indications, supported by proven CAR T manufacturing expertise and established commercial capabilities. I look forward to contributing to the direction of the Company to expand obe-cel’s opportunity to reach increasing numbers of patients in need,” said Mr. Richardson. Mr. Richardson previously served as Chief Strategy Officer and member of the Management Board of BioNTech during his tenure from September 2018 to September 2025. In addition to leading BioNTech’s Corporate Development and Strategy, Capital Markets, and Investor Relations functions, Mr. Richardson played a central role in BioNTech’s global expansion and transition to a commercial stage company, including its Initial Public Offering, subsequent private placement and follow-on equity financings, and multiple strategic business development and M&A transactions. He served as Chairman of the Board of Directors of Instadeep Ltd., a leading global technology company active in the field of artificial intelligence and machine learning, following BioNTech’s acquisition in 2023. Prior to BioNTech, Mr. Richardson was an Executive Director in J.P. Morgan’s Global Healthcare Investment Banking team in London, where he worked on a wide range of strategic transactions from 2011 to 2018. Earlier in his career, Mr. Richardson served as a life sciences management consultant and health economist. He was the recipient of the 2004 Robert. R. Bosch Fellowship and a recipient of the 2018 Eisenhower Zhi-Xing Fellow in China. Mr. Richardson holds an International MBA from the University of Chicago Booth School of Business, an M.Sc. from the London School of Economics, and a B.S. from the University of Kansas. EX-99.1
2 About Autolus Therapeutics plc Autolus Therapeutics plc (Nasdaq: AUTL) is an early commercial-stage biopharmaceutical company developing, manufacturing and delivering next-generation T cell therapies and candidates for the treatment of cancer and autoimmune disease. Using a broad suite of proprietary and modular T cell programming technologies, Autolus is engineering precisely targeted and controlled T cell therapies that are designed to better recognize target cells, break down their defense mechanisms and eliminate these cells. Autolus has a marketed therapy, AUCATZYL®, and a pipeline of product candidates in development for the treatment of hematological malignancies, solid tumors and autoimmune diseases. For more information, please visit www.autolus.com. Contact: Amanda Cray +1 617-967-0207 [email protected]