{"url_path":"/sec/asmb/8-k/2026-06-05/item-5-02","section_key":"item-5-02","section_title":"Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.","topic":"sec","document":{"doc_type":"8-K","doc_date":"2026-06-05","source_url":"https://www.sec.gov/Archives/edgar/data/1426800/0001193125-26-259481-index.html","accession_number":"0001193125-26-259481","cik":"0001426800","ticker":"ASMB","issuer_name":"ASSEMBLY BIOSCIENCES, INC.","edgar_url":"https://www.sec.gov/Archives/edgar/data/1426800/0001193125-26-259481-index.html","primary_entity_key":"0001426800","primary_entity_name":"ASSEMBLY BIOSCIENCES, INC."},"word_count":354,"has_tables":true,"body_markdown":"Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.\n\nAmendment No. 3 to Amended and Restated 2018 Stock Incentive Plan\n\nAt the Assembly Biosciences, Inc. (the \"Company\") Annual Meeting of Stockholders held on June 4, 2026, (the \"Annual Meeting\"), the Company's stockholders approved Amendment No. 3 (\"Amendment No. 3\") to the Assembly Biosciences, Inc. Amended and Restated 2018 Stock Incentive Plan (the \"2018 Plan\") to increase the number of shares reserved for issuance thereunder from 1,478,333 to 2,678,333. A copy of Amendment No. 3 is attached hereto as Exhibit 10.1 and is incorporated herein by reference.\n\nA summary of the material terms of the 2018 Plan, as amended by Amendment No. 3, is set forth as a part of Proposal 4 in the Company's definitive proxy statement on Schedule 14A filed with the Securities and Exchange Commission on April 22, 2026 (the \"Proxy Statement\") and is incorporated by reference herein. That summary is qualified in its entirety by reference to the full text of the 2018 Plan, incorporating Amendment No. 3, as set forth as Appendix B of the Proxy Statement, which is also incorporated by reference herein.\n\nAmendment No. 2 to Second Amended and Restated 2018 Employee Stock Purchase Plan\n\nAt the Annual Meeting on June 4, 2026, the Company's stockholders approved Amendment No. 2 (\"ESPP Amendment No. 2\") to the Assembly Biosciences, Inc. Second Amended and Restated Employee Stock Purchase Plan (the \"ESPP\") to increase the number of shares reserved thereunder from 225,000 shares to 515,000 shares. A copy of ESPP Amendment No. 2 is attached herein as Exhibit 10.2 and is incorporated by reference herein.\n\nA summary of the material terms and conditions of the ESPP, as amended by ESPP Amendment No. 2, is set forth as a part of Proposal 5 in the Proxy Statement and is incorporated herein by reference. That summary is qualified in its entirety by reference to the full text of the ESPP, incorporating ESPP Amendment No. 2, as set forth as Appendix D of the Proxy Statement, which is also incorporated by reference herein."}