Form 8-K

8-K — ENANTA PHARMACEUTICALS INC

Accession: 0001193125-26-435092

Filed: 2026-10-28

Period: 2026-10-28

CIK: 0001177648

SIC: 2834 (PHARMACEUTICAL PREPARATIONS)

Item: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers

Item: Regulation FD Disclosure

Item: Financial Statements and Exhibits

Documents

8-K — d160214d8k.htm (Primary)

EX-99.1 (d160214dex991.htm)

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8-K

8-K (Primary)

Filename: d160214d8k.htm · Sequence: 1

8-K

ENANTA PHARMACEUTICALS INC false 0001177648 0001177648 2026-10-28 2026-10-28

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): October 28, 2026

ENANTA PHARMACEUTICALS, INC.

(Exact name of Registrant as Specified in Its Charter)

Delaware

001-35839

04-3205099

(State or Other Jurisdiction

of Incorporation)

(Commission

File Number)

(IRS Employer

Identification No.)

4 Kingsbury Avenue

Watertown, Massachusetts

02472

(Address of Principal Executive Offices)

(Zip Code)

Registrant’s Telephone Number, Including Area Code: (617) 607-0800

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

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:

☐

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, par value $0.01 per share

ENTA

Nasdaq Global Select Market

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 October 28, 2026, Enanta Pharmaceuticals, Inc. (the “Company”) and Jay R. Luly, Ph.D., age 70, announced Dr. Luly’s intention to retire as President and Chief Executive Officer by February 1, 2027, following 23 years of leadership with the Company. The Company expects to enter into an agreement with Dr. Luly for his continued service as a strategic advisor for the remainder of 2027. The Board of Directors (the “Board”) of the Company has initiated a comprehensive search for Dr. Luly’s successor, considering both internal and external candidates.

In addition, on October 28, 2026, the Board appointed Tara L. Kieffer, Ph.D., to the newly created role of Chief Operating Officer. Biographical and other information regarding Dr. Kieffer, age 48, is set forth in the Company’s definitive proxy statement on Schedule 14A filed with the United States Securities and Exchange Commission on January 26, 2026, under the section “Executive Officers,” and such biographical information is incorporated herein by reference. Dr. Kieffer has not entered into any material plan, contract, arrangement or amendment in connection with this appointment. There is no family relationship between Dr. Kieffer and any director, executive officer, or person nominated or chosen by the Company to become a director or executive officer and Dr. Kieffer does not have a direct or indirect material interest in any transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K.

Item 7.01 Regulation FD Disclosure.

On October 28, 2026, the Company issued a press release announcing the planned retirement of Jay R. Luly, Ph.D., the Company’s longstanding President and CEO. The Company also announced the appointment of Tara L. Kieffer, Ph.D., to the newly created role of Chief Operating Officer. Dr. Kieffer joined Enanta in 2020, most recently serving as the Company’s Chief Product Strategy Officer. A copy of the press release is furnished as Exhibit 99.1 hereto and is incorporated herein by this reference.

The information in Item 7.01 of this Current Report on Form 8-K, including Exhibit 99.1 attached hereto, is intended to be furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in any such filing.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

Exhibit

Number

Exhibit Description

99.1

Press release dated October 28, 2026

104

Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

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.

ENANTA PHARMACEUTICALS, INC.

Date: October 28, 2026

By:

/s/ Jay R. Luly, Ph.D.

Jay R. Luly, Ph.D.

President and Chief Executive Officer

EX-99.1

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EX-99.1

Exhibit 99.1

Enanta Pharmaceuticals Announces Planned Retirement of Longstanding Chief Executive Officer Jay R. Luly,

Ph.D. After 23 Years of Company Leadership

WATERTOWN, Mass., October 28, 2026 – Enanta Pharmaceuticals, Inc. (NASDAQ:ENTA), a

clinical-stage biotechnology company dedicated to creating small molecule drugs for viral infections and immunological diseases, announces today that Jay R. Luly, Ph.D., age 70, will retire as President and Chief Executive Officer, by

February 1, 2027 following 23 years of leadership with the Company. Dr. Luly will continue to serve as a Strategic Advisor for the remainder of 2027 to support a smooth and orderly transition.

The company also announces the appointment of Tara L. Kieffer, Ph.D. to the newly created role of Chief Operating Officer. After a 16-year career of advancement at Vertex Pharmaceuticals in research, clinical development, integrated program management and business development, Dr. Kieffer joined Enanta in 2020, most recently serving as the

Company’s Chief Product Strategy Officer. As Chief Operating Officer, Dr. Kieffer will help drive operational execution across the business and work closely with the leadership team to ensure alignment around Enanta’s strategic

priorities.

The Board of Directors has initiated a comprehensive search for Dr. Luly’s successor, considering both internal and external

candidates. The search is being conducted with the goal of identifying a leader who can build upon the Company’s strong foundation and guide Enanta through its next phase of growth as it advances its pipeline programs.

“After 43 years in the pharmaceutical and biotechnology industries, and 23 years as the Company’s CEO, I have decided that the time is right for

me to begin my retirement from full-time executive leadership,” said Dr. Luly. “I am enormously proud of what we have built together and of the talented team that has brought Enanta to this important stage in its development. I am

particularly excited about the potential of our pipeline and the opportunity it represents for patients. The Company is well positioned for its next chapter, and I look forward to supporting a successful transition.”

Dr. Bruce L. A. Carter, Chairman of the Board, said, “During his distinguished tenure, Dr. Luly has provided exceptional leadership and

made numerous important contributions, notably in helping bring forward cures for HCV infection, as well as potential treatments for RSV and immunologic diseases. We are grateful for his longstanding commitment and dedication, and we congratulate

him on his well-deserved retirement.”

About Enanta Pharmaceuticals, Inc.

Enanta is using its robust, chemistry-driven approach and drug discovery capabilities to become a leader in the discovery and development of small molecule

drugs for viral infections and immunological diseases. In virology, Enanta’s clinical programs are focused on the development of first-in-disease and best-in-disease treatments for respiratory syncytial virus (RSV). The Company’s immunology pipeline aims to develop treatments for inflammatory diseases by targeting key

drivers of the type 2 immune response, with KIT, STAT6 and MRGPRX2 inhibition.

Glecaprevir, a protease inhibitor discovered by Enanta, is part of the

only treatment approved for curing both acute and chronic hepatitis C virus (HCV) infection and is sold by AbbVie in numerous countries under the tradenames MAVYRET® (U.S.) and MAVIRET® (ex-U.S.) (glecaprevir/pibrentasvir). A portion of Enanta’s royalties from HCV products developed under its collaboration with AbbVie contribute

ongoing funding to Enanta’s operations. Please visit www.enanta.com for more information.

Forward Looking Statements

This press release contains forward-looking statements, including statements with respect to the timeline and prospects for the succession planning activities.

Statements that are not historical facts are based on management’s current expectations, estimates, forecasts and projections about Enanta’s business and the industry in which it operates and management’s beliefs and assumptions.

The statements contained in this release are not guarantees of future performance and involve certain risks, uncertainties and assumptions, which are difficult to predict. Therefore, actual outcomes and results may differ materially from what is

expressed in such forward-looking statements. Important factors and risks that may affect actual results include: the impact of development, regulatory and marketing efforts of others with respect to vaccines and competitive treatments for RSV; the

discovery and development risks of Enanta’s programs in virology and immunology; Enanta’s lack of clinical development experience; Enanta’s ability to partner its RSV or other programs; Enanta’s need to attract and retain

senior management and key research and development personnel; Enanta’s need to obtain and maintain patent protection for its product candidates and avoid potential infringement of the intellectual property rights of others; and other risk

factors described or referred to in “Risk Factors” in Enanta’s Form 10-K for the fiscal year-ended September 30, 2025, as updated by periodic reports subsequently filed with the

Securities and Exchange Commission. Enanta cautions investors not to place undue reliance on the forward-looking statements contained in this release. These statements speak only as of the date of this release, and Enanta undertakes no obligation to

update or revise these statements, except as may be required by law.

Media and Investors Contact:

Jennifer Viera

jviera@enanta.com

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