Pyxis Oncology, Inc. announced on September 4, 2026, that Thomas Civik has been appointed as the Company’s permanent Chief Executive Officer and Chairman of the Board, effective immediately. Mr. Civik, who has served as Interim CEO since February 2, 2026, succeeds John Flavin in the Chairman role. To maintain independent oversight, Mr. Flavin has been appointed as Lead Independent Director and will continue to serve on the Board.
In connection with the appointment, the Company entered into a First Amendment to Mr. Civik’s Interim CEO Employment Agreement. Under the terms of this agreement, Mr. Civik will receive an annualized base salary of $710,000. He is also eligible for an annual target bonus equal to 60% of his base salary, with the 2026 bonus calculated based on his full year of service. Additionally, he will receive a one-time cash sign-on bonus of $100,000, which is subject to repayment if his employment is terminated by the Company for Cause or if he resigns without Good Reason prior to the six-month anniversary of the appointment.
The compensation package includes a nonqualified stock option to purchase 2,503,050 shares of common stock. This option has a ten-year term and vests in stages: 25% of the shares become exercisable on the first anniversary of the agreement, with the remaining 75% vesting in equal monthly installments over the following three years. The agreement also outlines severance benefits, which include 12 months of base salary continuation and COBRA coverage if terminated without Cause, or 18 months of base salary plus the full target bonus if the termination occurs during a Change in Control period.
Separately, the Company reported that Dr. Santhosh Palani resigned from the Board and all committees on September 4, 2026, due to increased time commitments. As a result, the Board size was reduced from eight to seven members. The Board approved the acceleration of the vesting for all unvested equity awards held by Dr. Palani and extended the exercise period for his outstanding options.
Mr. Civik brings extensive experience in the biotechnology sector, having previously served as Chairman of ImCheck Therapeutics (acquired by Ipsen) and Repare Therapeutics (acquired by XOMA). He also served as President and CEO of Five Prime Therapeutics until its acquisition by Amgen in April 2021. Pyxis Oncology noted that the leadership transition reflects a continued focus on advancing its lead candidate, micvotabart pelidotin (MICVO), through key clinical milestones.