Business Context and Reporting Period
This Form 8-K Current Report was filed by Relay Therapeutics, Inc. (RLAY) on June 11, 2025, covering events occurring on June 8 and June 9, 2025. The filing addresses changes to the Company's Board of Directors.
Key Financial Metrics
This filing does not contain financial statements, revenue, profit, cash flow, margin, debt, or liquidity data. The only financial figure disclosed relates to director compensation: Dr. Claire Mazumdar received an initial option to purchase 421,241 shares of common stock with an exercise price of $3.36 per share.
Material Changes
- Resignation: Jami Ruben resigned as a Class III Director and member of the Audit Committee, effective immediately on June 8, 2025. The resignation is not the result of any dispute with the Company.
- Appointment: Claire Mazumdar, Ph.D., MBA, was appointed as a Class III Director effective June 9, 2025. She is deemed independent and will serve as the Chair of the Audit Committee.
- Compensation: Dr. Mazumdar's equity award vests in equal monthly installments over 36 months.
Guidance, Outlook, and Risks
The filing contains no management guidance, financial outlook, or discussion of risks and contingencies. It is strictly a disclosure of corporate governance changes.
Investor Verification Checklist
- Verify the independence status and background of the newly appointed Director, Dr. Claire Mazumdar.
- Confirm the composition of the Audit Committee following the resignation of Jami Ruben and the appointment of Dr. Mazumdar as Chair.
- Review the press release (Exhibit 99.1) for additional context on the Board's strategic direction.