---
schema_version: "secwatch.filing_event.v1"
accession: "0001628280-23-032534"
form_type: "8-K"
ticker: null
cik: "0000819050"
company_name: "Fresh Tracks Therapeutics, Inc."
filed_at: "2023-09-19T23:59:59+00:00"
generated_at: "2026-06-10T14:14:02.886197+00:00"
event_type: "other_material"
sentiment: "negative"
materiality_score: 1.0
calibrated_materiality_score: 1.0
confidence: "high"
source: SEC EDGAR
---

# Fresh Tracks approves dissolution; expects $5-7M distribution ($0.84-$1.17/share)

## Summary
- Board approved plan to dissolve and liquidate, subject to shareholder vote in Q4 2023.
- CEO Andrew Sklawer terminated without cause effective Oct 2; CFO Albert Marchio appointed CEO/CFO/sole director.
- All three prior directors resign Oct 2; bylaws amended to allow one director.
- Company discontinues all R&D, reduces workforce; estimates cash distribution of $5-7M total.
- Special meeting planned; certificate of dissolution to follow, with Nasdaq delisting.

## SEC filing metadata
- accession: 0001628280-23-032534
- form_type: 8-K
- cik: 0000819050
- company_name: Fresh Tracks Therapeutics, Inc.
- filed_at: 2023-09-19T23:59:59+00:00
- event_type: other_material
- sentiment: negative
- materiality_score: 1.0
- calibrated_materiality_score: 1.0
- confidence: high
- sec_items: 5.02, 8.01, 5.03, 7.01, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/819050/000162828023032534/0001628280-23-032534-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/819050/000162828023032534/frtx-20230918.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001628280-23-032534
- JSON: https://secwatch.observer/filing/0001628280-23-032534.json
- Plain text: https://secwatch.observer/filing/0001628280-23-032534.txt

## Key facts
- Executive change
  Vijay B. Samant resigned as Director at Fresh Tracks Therapeutics, Inc..
  - Action: resigned
  - Role: Director
  source text: each of the members of the Board (Reginald L. Hardy, Gary A. Lyons and Vijay B. Samant) informed the Company that he will resign from the Board, effective October 2, 2023.
  evidence_url: https://www.sec.gov/Archives/edgar/data/819050/000162828023032534/0001628280-23-032534-index.htm
- Executive change
  Albert N. Marchio, II was appointed as Chief Executive Officer, Chief Financial Officer, and Secretary at Fresh Tracks Therapeutics, Inc..
  - Action: appointed
  - Role: Chief Executive Officer, Chief Financial Officer, and Secretary
  source text: the Board appointed Albert N. Marchio, II, the Company’s current Chief Financial Officer, as the Company’s new Chief Executive Officer, Chief Financial Officer, and Secretary, as well as a director and Chairman of the Board, in each case effective October 2, 2023.
  evidence_url: https://www.sec.gov/Archives/edgar/data/819050/000162828023032534/0001628280-23-032534-index.htm
- Executive change
  Reginald L. Hardy resigned as Director at Fresh Tracks Therapeutics, Inc..
  - Action: resigned
  - Role: Director
  source text: each of the members of the Board (Reginald L. Hardy, Gary A. Lyons and Vijay B. Samant) informed the Company that he will resign from the Board, effective October 2, 2023.
  evidence_url: https://www.sec.gov/Archives/edgar/data/819050/000162828023032534/0001628280-23-032534-index.htm
- Executive change
  Gary A. Lyons resigned as Director at Fresh Tracks Therapeutics, Inc..
  - Action: resigned
  - Role: Director
  source text: each of the members of the Board (Reginald L. Hardy, Gary A. Lyons and Vijay B. Samant) informed the Company that he will resign from the Board, effective October 2, 2023.
  evidence_url: https://www.sec.gov/Archives/edgar/data/819050/000162828023032534/0001628280-23-032534-index.htm
- Executive change
  Andrew D. Sklawer departed as President and Chief Executive Officer at Fresh Tracks Therapeutics, Inc..
  - Action: terminated without cause
  - Role: President and Chief Executive Officer
  source text: the Board of Directors (the “Board”) of the Company terminated Andrew D. Sklawer, the Company’s President and Chief Executive Officer, without cause, effective October 2, 2023.
  evidence_url: https://www.sec.gov/Archives/edgar/data/819050/000162828023032534/0001628280-23-032534-index.htm
- Governance Changes
  Fresh Tracks Therapeutics, Inc.: Board adopted Amended and Restated Bylaws to decrease the minimum number of directors from three members to one member (effective 2023-09-18).
  - Change: bylaw amendment
  - Effective: 2023-09-18
  source text: On September 18, 2023, the Board adopted Amended and Restated Bylaws to decrease the minimum number of directors from three members to one member.
  evidence_url: https://www.sec.gov/Archives/edgar/data/819050/000162828023032534/0001628280-23-032534-index.htm

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