Pelthos Therapeutics Inc. 8-K

What Happened Pelthos Therapeutics Inc. (PTHS) filed an 8-K reporting that on January 6, 2026 its board, following the Compensation Committee’s annual review, approved updates to the Director Compensation Policy to better align with its peer group. The changes take effect January 1, 2026 and raise the non-executive chairman cash retainer and introduce cash retainers for committee membership and chairs. Separately, on January 12, 2026 the company posted a presentation on its website (filed as Exhibit 99.1 under Regulation FD disclosure).

Key Details

• Non-Executive Chairman cash retainer increased from $50,000 to $60,000; Board member retainer remains $40,000.
• New annual cash retainers for committee service (effective Jan 1, 2026): Audit member $7,000 / chair $19,000; Compensation member $5,000 / chair $15,000; Nominating & Corporate Governance member $4,000 / chair $12,000.
• Equity: new non-employee directors may receive an initial equity award under the 2023 Equity Incentive Plan at the Board’s discretion; non-employee directors will not receive annual equity grants for board or committee service.
• Regulation FD: a corporate presentation was made available on the company website on January 12, 2026 (Exhibit 99.1); website content is not incorporated by reference into the 8‑K.

Why It Matters For investors, these are governance and cost items that modestly increase cash compensation expense for non-employee directors and formalize committee fees going forward. The changes signal the company’s effort to align director pay with peers, which can help attract and retain experienced independent directors. The posted presentation may include updated corporate information for investors to review, but the 8‑K notes the website material is not incorporated into the filing.