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NASDAQ: ACTU ACTUATE THERAPEUTICS, INC. 8-K

Actuate Therapeutics expands board to 8 directors, appoints former Mersana CEO Martin Huber

Filed May 6, 2026 · Period ending May 1, 2026 · ~1 min read

3 key changes 3 sections

Key Changes

  • medium

    Dr. Martin H. Huber appointed as Class III director effective May 1, 2026, expanding board from 7 to 8 members. Huber was CEO of Mersana Therapeutics until its acquisition by Day One Biopharmaceuticals in January 2026.

  • medium

    Huber will provide additional R&D advisory services under separate consulting agreement for $3,000 quarterly, beyond standard board duties, suggesting company values his specific drug development expertise.

  • low

    Standard director compensation includes 30,000 stock options vesting over three years and $44,000 annual retainer paid quarterly, plus committee assignment to Nominating and Corporate Governance.

Summary

Actuate Therapeutics added pharmaceutical industry veteran Martin H. Huber to its board, expanding from seven to eight directors. Huber brings fresh leadership experience from Mersana Therapeutics, where he served as CEO through its recent acquisition by Day One Biopharmaceuticals.

His background includes senior roles at TESARO (acquired by GlaxoSmithKline), Xilio Therapeutics, and Merck, with deep expertise in oncology clinical development. The appointment matters because Actuate is securing experienced guidance during what appears to be an active development phase.

The separate consulting agreement for R&D advisory services—beyond typical board duties—signals the company wants hands-on input on drug development strategy, not just governance oversight. Retail investors should watch for any pipeline updates or clinical trial announcements in coming quarters. Board expansions often precede significant corporate activity, and Huber's recent M&A experience at Mersana could indicate Actuate is positioning itself for partnerships or strategic transactions.

Section-by-Section Diff

Event · Item 5.02 — Departure of Directors or Certain Officers; Election of Directors; Compensation

~500 words

Item 5.02 — Departure of Directors or Certain Officers; Election of Directors; Compensation filed; see Key Changes for terms.

2 Added
Added Board expansion and director appointment medium

Added in current filing · verify on EDGAR →

On May 1, 2026, the Board of Directors (“Board”) of Actuate Therapeutics, Inc. (the “Company”), upon the recommendation of the Nominating and Corporate Governance Committee, appointed Martin H. Huber, MD, to the Board. Dr. Huber was appointed to fill a newly created Board seat resulting from the expansion of the Board from seven (7) to eight (8) directors, also effective upon his appointment.

The company expanded its Board of Directors from 7 to 8 members and appointed Dr. Martin H. Huber to fill the newly created seat. Dr. Huber will serve as a Class III director until the 2027 annual meeting and will join the Nominating and Corporate Governance Committee.

Added Director background and qualifications medium

Added in current filing · verify on EDGAR →

Dr. Huber was the President and Chief Executive Officer of Mersana Therapeutics, Inc (“Mersana”) from 2023 to January 2026 (and a director from 2020 to January 2026) until Mersana was acquired by Day One Biopharmaceuticals.

Dr. Huber brings recent CEO experience from Mersana Therapeutics, which was acquired by Day One Biopharmaceuticals in January 2026. His background includes senior leadership roles at multiple biotech and pharmaceutical companies including TESARO (acquired by GlaxoSmithKline), Xilio Therapeutics, and Merck, with extensive oncology clinical development expertise.

Event · Item 8.01 — Other Events

~100 words

Company appointed Dr. Huber as a new director, announced via press release on May 6, 2026.

1 Added
Show 1 minor / wording change
Added Director appointment low

Added in current filing · verify on EDGAR →

On May 6, 2026, the Company issued a press release announcing the appointment of Dr. Huber as a newly appointed director of the Company.

The company disclosed the appointment of Dr. Huber to its board of directors. This is a governance change that expands or refreshes board composition.

Event · Item 9.01 — Financial Statements and Exhibits

~100 words

Actuate Therapeutics filed an 8-K to furnish a press release issued May 6, 2026; no material business event disclosed in filing body.

1 Added
Added Press release furnished medium

Added in current filing · verify on EDGAR →

Press release issued by Actuate Therapeutics, Inc. on May 6, 2026

The company furnished a press release dated May 6, 2026 as Exhibit 99.1. The 8-K body does not disclose the content of the press release, only that it was issued. Without access to the exhibit itself, the nature and materiality of the announcement cannot be determined from this filing.

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Figures/quotes linked to EDGAR · Narrative written by AI · Jun 1, 2026 · How we verify