---
schema_version: "secwatch.filing_event.v1"
accession: "0001104659-25-096003"
form_type: "8-K"
ticker: "TTRX"
cik: "0002023016"
company_name: "Turn Therapeutics Inc."
filed_at: "2025-10-02T23:59:59+00:00"
generated_at: "2026-05-17T04:58:23.468636+00:00"
event_type: "other_material"
sentiment: "neutral"
materiality_score: 0.7
calibrated_materiality_score: 0.7
confidence: "high"
source: SEC EDGAR
---

# Turn Therapeutics effects direct listing on Nasdaq; appoints two independent directors

## Summary
- SEC declared effective S-1 for direct listing of up to 17,868,760 shares of common stock on Nasdaq Global Market.
- Entered Stockholders Agreement with CEO Bradley Burnam and BEB Holdings requiring holder consent for major actions while they hold >=10% shares.
- Granted registration rights to CEO/BEB Holdings including demand and piggyback registration rights.
- Appointed Arthur Golden and Dr. Kent Kester as independent directors; Golden chairs Compensation Committee, Kester on Audit and Compensation.
- Executed employment agreements with CEO Bradley Burnam and Zuraiz Chaudhary.

## SEC filing metadata
- accession: 0001104659-25-096003
- form_type: 8-K
- ticker: TTRX
- cik: 0002023016
- company_name: Turn Therapeutics Inc.
- filed_at: 2025-10-02T23:59:59+00:00
- event_type: other_material
- sentiment: neutral
- materiality_score: 0.7
- calibrated_materiality_score: 0.7
- confidence: high
- sec_items: 1.01, 3.03, 5.03, 5.02, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/2023016/000110465925096003/0001104659-25-096003-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/2023016/000110465925096003/tm2527800d1_8k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001104659-25-096003
- JSON: https://secwatch.observer/filing/0001104659-25-096003.json
- Plain text: https://secwatch.observer/filing/0001104659-25-096003.txt

## Key facts
- Governance Changes
  Turn Therapeutics Inc.: Amended and restated bylaws became effective on September 30, 2025, as previously approved by Board and stockholders (effective 2025-09-30).
  - Change: bylaw amendment
  - Effective: 2025-09-30
  source text: On September 30, 2025, in connection with the Direct Listing, the Company filed its amended and restated certificate of incorporation (the “Certificate of Incorporation”) with the Secretary of State of the State of Delaware, and its amended and restated bylaws (the “Bylaws”) became effective.
  evidence_url: https://www.sec.gov/Archives/edgar/data/2023016/000110465925096003/0001104659-25-096003-index.htm
- Governance Changes
  Turn Therapeutics Inc.: Amended and restated certificate of incorporation filed with Delaware Secretary of State on September 30, 2025, effective upon effectiveness of the Registration Statement (effective 2025-09-30).
  - Change: charter amendment
  - Effective: 2025-09-30
  source text: On September 30, 2025, in connection with the Direct Listing, the Company filed its amended and restated certificate of incorporation (the “Certificate of Incorporation”) with the Secretary of State of the State of Delaware, and its amended and restated bylaws (the “Bylaws”) became effective.
  evidence_url: https://www.sec.gov/Archives/edgar/data/2023016/000110465925096003/0001104659-25-096003-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.