UNITED STATES
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FORM
CURRENT REPORT
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Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
On September 28, Mr. Michael Klowden, Mr. Sangwoo Park and Ms. Kathleen Scott notified the Board of Directors of NKGen Biotech, Inc. (the “Company”) of their intentions to resign as directors of the Company and, with regards to Mr. Klowden and Ms. Scott, as members of our Audit Committee, Compensation Committee, and Nomination and Corporate Governance Committee (the “Committees”), effective as of September 29, 2024, which is the one-year anniversary of their service as directors, the public listing of the Company, and closing of the business combination with Graf Acquisition Corp. IV. Mr. Klowden’s, Mr. Park’s and Ms. Scott’s resignations were not the result of any dispute or disagreement with the Company or the Company’s Board of Directors on any matter relating to the operations, policies or practices of the Company. The Company expresses its gratitude to Mr. Klowden, Mr. Park and Ms. Scott for their invaluable and dedicated service.
Effective upon Mr. Klowden’s, Mr. Park’s and Ms. Scott’s resignations as directors and as members of the Committees, as applicable, the size of the Company’s Board of Directors is temporarily reduced from five to two directors and the size of each Committee is temporarily reduced from three to one member. The Board of Directors will seek to appoint new directors and members of the Committees within 180 days of the effective date of Mr. Klowden’s, Mr. Park’s and Ms. Scott’s resignations.
The Company’s Board of Directors remains in discussions with Mr. Klowden and Ms. Scott regarding their reappointment to the Board of Directors of the Company.
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SIGNATURES
Pursuant to the requirements of Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| NKGEN BIOTECH, INC. | ||
| Date: October 3, 2024 | /s/ Paul Y. Song | |
| Name: | Paul Y. Song | |
| Title: | Chief Executive Officer | |
| (Principal Executive Officer) | ||
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