Washington, DC 20549



Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): December 23, 2022


(Exact name of registrant as specified in its charter)






(State or other jurisdiction
of incorporation)

File Number)

(IRS Employer
Identification No.)

7707 Fannin, Suite 140

Houston, TX, 77054

(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code (832968-4888

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):

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, $0.001 par value


The Nasdaq Stock Market LLC

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 December 23, 2022, Dan Clark, Chief Financial Officer of Kiromic BioPharma, Inc. (the “Company”) notified the Company of his decision to resign from his position at the Company effective immediately. Mr. Clark’s resignation from the Company did not relate to any disagreement with the operations, policies or practices of the Company on any matters.

On December 27, 2022, the Company entered into a separation agreement (the “Separation Agreement”) with Mr. Clark. The Separation Agreement provides for a customary general release of claims. In addition, the Company will pay Mr. Clark (i) his base salary through December 23, 2022, and (ii) any accrued but unused paid time off through December 23, 2022.

Item 9.01.

Financial Statements and Exhibits.

(d) Exhibits.



Separation Agreement between Daniel Clark and Kiromic BioPharma, Inc. dated December 27, 2022


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 hereunto duly authorized.

Kiromic BioPharma, Inc.

Date: December 30, 2022


/s/ Pietro Bersani

Pietro Bersani

Chief Executive Officer

Kiromic BioPharma (NASDAQ:KRBP)
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