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Celldex Therapeutics, Inc.

For the period ended Sep 30, 2025. Filed Nov 10, 2025.

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A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Sep 30, 2025 · Filed Nov 10, 2025

CLDX$31.24+4.6%Stored close · as of Nov 9, 2026

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Item 5. Other Information

On November 10, 2025, the Company and Teri Lawver, the Company’s Chief Commercial Officer (the “Executive”), entered into an employment agreement (the “Employment Agreement”). The Employment Agreement provides, among other things, for: (i) an initial term through December 31, 2025 (the “Initial Term”), subject to automatic renewal for successive one-year periods unless either party provides 90 days’ prior written notice of its intent not to renew; (ii) an annual base salary of $550,000; (iii) eligibility for an annual bonus having a target of 45% of her then-current base salary; (iv) in the event that her employment is terminated without Cause or she resigns for Good Reason (each as defined in the Employment Agreement), or her employment is terminated at the end of the Initial Term or a Renewal Term as the result of the Company providing notice of non-renewal: (x) a lump sum cash severance payment equal to 100% of the Executive’s then existing annual base salary (not including bonus) and (y) in the event she timely elects to continue her health insurance employee benefits pursuant to COBRA, monthly payments equal to the applicable COBRA costs for a period of 18 months (the “Supplemental Payments”) and (v) in the event of her termination without Cause or resignation for Good Reason within one year immediately following a Change in Control (as defined in the Employment Agreement): (x) accelerated vesting of any unvested Equity Awards (as defined in the Employment Agreement), (y) a lump sum cash payment equal to 24 times the Executive’s highest monthly base compensation (not including bonus) during the 24-month period prior to the date of termination, plus 150% of the highest annual discretionary bonus received by the Executive during the 2 full fiscal years prior to the date of termination and (z) the Supplemental Payments.

During the period covered by this Quarterly Report on Form 10-Q, no director or officer of the Company adopted orterminated a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as each term is defined in Item 408(a) of Regulation S-K.

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