Orgenesis Inc. 8-K

What Happened

• Orgenesis Inc. announced on March 10, 2026 that its Board elected Adam Pelavin and Yaron Adler as directors and fixed the Board size at four members. Both were elected to serve until the 2026 annual meeting of stockholders.
• The Board also appointed Doug Karriker as Chief Financial Officer, effective March 10, 2026. Mr. Karriker previously served as Financial Controller for Orgenesis’ U.S. subsidiaries (Sep 2023–current), was Director–Finance Operations at Genixus (Sep 2022–Aug 2023), and was CFO at DataTech Global, LLC (May 2012–Sep 2022).

Key Details

• Directors elected: Adam Pelavin and Yaron Adler on March 10, 2026; Board size set at four.
• Director compensation (per the Director Compensation Policy): $30,000 annual cash retainer plus an annual option to purchase 625 shares (for each non-employee director).
• Committee assignments: Mr. Pelavin appointed to the audit committee; Mr. Adler appointed to the compensation committee.
• CFO appointment: Doug Karriker named CFO effective March 10, 2026 with current compensation listed at $160,000 annually.

Why It Matters

• Governance and oversight: Adding two directors and formally setting committee roles (audit and compensation) affects corporate governance and oversight—especially relevant for financial reporting and executive pay review.
• Financial leadership: Naming a new CFO is material for investors because the CFO manages financial reporting, controls and investor communications; Mr. Karriker brings prior finance leadership experience within Orgenesis’ U.S. entities and elsewhere.
• Compensation and dilution: New director pay includes cash and stock option awards (625 shares each), which is a concrete, modest compensation commitment to independent directors.
• No related-party concerns: The filing discloses no special arrangements or related-party transactions for the new directors or the new CFO.