CRISPR Therapeutics AG 8-K, filed Oct 19, 2026
CRISPR Therapeutics AG (CRSP)
About this 8-K
CRISPR Therapeutics AG filed this 8-K on October 19, 2026.
CRISPR Therapeutics AG promoted Andrew J. Silver, age 42, to Chief Financial Officer effective October 19, 2026, succeeding Raju Prasad, Ph.D. Silver's employment agreement provides a $515,000 annual base salary, a 45% target bonus, and a one-time grant of 25,000 restricted stock units. AI summary
Items reported
- Item 5.02: Director or officer change, or executive pay
- Item 9.01: Financial statements and exhibits
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
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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
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Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
a) Appointment of New Chief Financial Officer
Appointment of Andrew J. Silver as Chief Financial Officer
On October 19, 2026, CRISPR Therapeutics AG (the “Company”) announced the promotion of Andrew J. Silver, currently the Company’s SVP, Finance, to be the Company’s Chief Financial Officer effective immediately. Mr. Silver will also serve as the Company’s principal financial officer and principal accounting officer.
Since January 2025, Mr. Silver, aged 42, has served as the Company’s Senior Vice President of Finance. Mr. Silver joined the Company in October 2018 and has held several positions with increasing responsibilities, including roles covering strategic finance, treasury, financial planning and analysis, accounting and reporting, tax and financial operations. Prior to joining the Company, Mr. Silver spent more than 10 years at Ernst & Young LLP, most recently as a Senior Manager in Assurance Services, where he became a Certified Public Accountant. Mr. Silver holds a M.S. in accounting from the University of Connecticut School of Business and a B.S. in finance, accounting and history, summa cum laude, from Boston College’s Carroll School of Management.
Employment Agreement with Mr. Silver
In connection with Mr. Silver’s appointment to the position of Chief Financial Officer, the Company’s wholly owned subsidiary, CRISPR Therapeutics, Inc (“CRISPR Inc.”), entered into an Employment Agreement with Mr. Silver (the “Employment Agreement”), dated October 19, 2026.
Under the Employment Agreement, Mr. Silver will receive an annual salary of $515,000 and he will be eligible to participate in the Company’s annual bonus program, with a target bonus of 45% of his annual base salary. Mr. Silver’s bonus for 2026 will be pro-rated to reflect the effective date of his promotion. Mr. Silver will also be eligible to participate in the Company’s 2026 Stock Option and Incentive Plan, and in connection with his promotion to Chief Financial Officer, he will receive a one-time grant of 25,000 restricted stock units corresponding to an equivalent number of the Company’s common shares (the “RSU Award”). The RSU Award will vest in full on the second anniversary of the grant date of such award, subject to Mr. Silver’s continued service with CRISPR Inc., the Company or any other subsidiary of the Company. Mr. Silver will be eligible to participate in the Company’s 401(k) plan, health plans and other benefits on the same terms as all other Company employees.
Under the Employment Agreement, in the event CRISPR Inc. terminates his employment without Cause, or Mr. Silver resigns for Good Reason (both as defined in the Employment Agreement), the terminating party will be required to give six months’ notice (the “Notice Period”). During the Notice Period, Mr. Silver shall continue to be entitled to all compensation under the Employment Agreement, and all stock options and equity-based awards shall continue to vest from the date notice of termination is given until the last day of the Notice Period. In addition, Mr. Silver will be entitled to receive a pro-rated bonus for the duration of the Notice Period.
No later than 15 days following the delivery of notice by CRISPR Inc. to Mr. Silver of a termination without Cause or the delivery of a notice of resignation by Mr. Silver for Good Reason, Mr. Silver will be placed on “administrative leave.” During this period of administrative leave, Mr. Silver may enter into consulting arrangements and accept board positions with other companies and will be allowed to engage in other employment, so long as that employment does not interfere with his obligations under the Employment Agreement. However, Mr. Silver will continue to be entitled to all compensation under the Employment Agreement through the administrative leave period, which terminates at the end of the Notice Period.
If Mr. Silver’s employment is terminated by CRISPR Inc. without Cause or by Mr. Silver for Good Reason, in each case, within 12 months following a Change in Control (as defined in the Employment Agreement), the Notice Period will become 12 months and all equity awards held by Mr. Silver on such date that the notice of termination or resignation is delivered will vest, or similar other restrictions will expire, and such awards will become exercisable or nonforfeitable, subject to his execution of a release of any claims in favor of CRISPR Inc.. However, in the event that CRISPR Inc. determines at the time of the Change in Control, in its sole discretion and in reliance on opinion of counsel, that the acceleration described in the preceding sentence is not permissible under applicable law, all stock options and stock-based awards held by Mr. Silver as of the date of the Change in Control, shall vest and become exercisable or nonforfeitable as of the date of the Change in Control.
There are no transactions between Mr. Silver and the Company subject to disclosure pursuant to Item 404(a) of Regulation S-K, and there is no arrangement or understanding between Mr. Silver and any other persons or entities pursuant to which Mr. Silver was appointed as officer of the Company. There are no family relationships between Mr. Silver and any of our directors or executive officers.
The foregoing description of the material terms of Mr. Silver’s employment arrangement does not purport to be complete and is subject to, and qualified in its entirety by, the full text of the Employment Agreement, a copy of which is filed hereto as Exhibit 10.1 and is incorporated by reference herein.
(b) Resignation of Chief Financial Officer
On October 19, 2026, Raju Prasad, Ph.D. informed the Company that he would be stepping down from the Company to pursue external opportunities, and he resigned from his position as Chief Financial Officer of the Company. Dr. Prasad’s decision to resign is not the result of any disagreement with the Company or any of its direct or indirect subsidiaries on any matter relating to the Company’s operations, policies or practices, including any disagreement regarding the Company’s financial statements, accounting policies, procedures, estimates or judgments, internal control over financial reporting, or disclosure controls and procedures. Dr. Prasad is expected to remain employed as an employee of CRISPR Inc. until a date on or before November 30, 2026.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits:
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10.1* |
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104 |
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Cover Page Interactive Data File (embedded within the Inline XBRL document) |
* Filed herewith.
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.
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CRISPR Therapeutics AG |
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October 19, 2026 |
By: |
/s/ Samarth Kulkarni |
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Samarth Kulkarni, Ph.D. |
Exhibit 10.1
EMPLOYMENT AGREEMENT
This Employment Agreement (“Agreement”) is made as of the Nineteenth (19th) day of October, 2026 between CRISPR Therapeutics, Inc., a Delaware corporation (the “Company”), and Andrew J. Silver (the “Executive” and, together with the Company, the “Parties” or each individually, a “Party”).
WHEREAS, this Employment Agreement shall become effective upon the later of the (i) full execution by both Parties; or (ii) ten (10) business days after the Company provided Executive with notice of this Agreement and the Exhibits (the “Effective Date”).
WHEREAS, the Company is a wholly owned subsidiary of CRISPR Therapeutics AG (“Parent” or “CRISPR AG”);
WHEREAS, Parent and the Company are each subject to the Swiss Ordinance act against excessive compensation in listed companies as a result of the of listing of the common shares of Parent on the Nasdaq Global Market; and
WHEREAS, the Company and the Executive are parties to that certain offer letter dated on or about September 28, 2018 (such agreement, as in effect, is referred to as the “Prior Agreement”).
NOW, THEREFORE, in consideration of the mutual covenants and agreements herein contained and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties agree as follows:
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(iii) All calculations and determinations under Sections 5(c)(i) and 5(c)(ii) shall be made by an independent accounting firm or independent tax counsel appointed by the Company (the “Tax Counsel”) whose determinations shall be conclusive and binding on the Company and the Executive for all purposes. For purposes of making the calculations and determinations required by Sections 5(c)(i) and 5(c)(ii), the Tax Counsel may rely on reasonable, good faith assumptions and approximations concerning the application of Section 280G and Section 4999 of the Code. The Company and the Executive shall furnish the Tax Counsel with such information and documents as the Tax Counsel may reasonably request in order to make its determinations under Sections 5(c)(i) and 5(c)(ii). The Company shall bear all costs the Tax Counsel may reasonably incur in connection with its services.
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Notwithstanding the foregoing, a “Change in Control” shall not be deemed to have occurred for purposes of the foregoing clause (i) solely as the result of an acquisition of securities by Parent which, by reducing the number of shares of Voting Securities outstanding, increases the proportionate number of Voting Securities beneficially owned by any person to fifty percent (50%) or more of the combined voting power of all of the then outstanding Voting Securities; provided, however, that if any person referred to in this sentence shall thereafter become the beneficial owner of any additional shares of Voting Securities (other than pursuant to a stock split, stock dividend, or similar transaction or as a result of an acquisition of securities directly from Parent) and immediately thereafter beneficially owns fifty percent (50%) or more of the combined voting power of all of the then outstanding Voting Securities, then a “Change in Control” shall be deemed to have occurred for purposes of the foregoing clause (i). For the avoidance of doubt, a migratory merger of Parent for the principal purpose of redomiciling Parent shall not constitute a Change in Control.
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IN WITNESS WHEREOF, the parties have executed this Agreement effective on the date and year first above written.
CRISPR THERAPEUTICS, INC.
By: /s/ Megan Menner
Megan Menner
Head of Human Resources
EXECUTIVE
/s/ Andrew J. Silver
Andrew J. Silver
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EXHIBIT A
Confidentiality and Assignment Agreement
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