TransCode CFO Fitzgerald resigns; severance up to $1.25M, interim CFO Tattory appointed

Transcode Therapeutics, Inc.

Thomas A. Fitzgerald resigned as CFO, principal financial and accounting officer, and director effective Sept 9, 2026; no disagreement cited.
Separation agreement includes $1,250,000 severance: $416,666.67 lump sum, $416,666.67 monthly over 12 months, $416,666.67 contingent on funding.
Third payment accelerates 50% at $5M Qualified Funding, full at $10M; vesting of all outstanding equity awards accelerated, exercise period extended.
New option granted for 185,000 shares at closing price on Sept 9, 2026, vesting monthly over 12 months with funding-based acceleration.
John Tattory, 61, appointed interim CFO effective Sept 9, 2026, via Stout Risius Ross; has prior CFO roles at Windtree and Cerapedics.

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