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EXICURE, INC.

For the period ended Dec 31, 2024. Filed Mar 18, 2025.

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A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.

FY2024 · Filed Mar 18, 2025

XCUR$0.89-6.3%Stored close · as of Nov 9, 2026

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Contents

Item 11. Executive Compensation

Compensation Overview

This section provides a discussion of the total compensation awarded to, earned by, or paid to, during the years ended December 31, 2024 and 2023: (1) the individuals who served as our principal executive officer during the fiscal year ended December 31, 2024, (2) our next two most highly compensated executive officers serving as of December 31, 2024 who earned more than $100,000 during the fiscal year ended December 31, 2024 (of which we had none), and (3) any individual who would otherwise be included in (2) above but for the fact that such individual was not serving as an executive officer of ours as of December 31, 2024. We refer to these individuals in this prospectus as our named executive officers. Our named executive officers for 2024 who appear in the Summary Compensation Table are:

Andy Yoo, our Chief Executive Officer;

Seung Ik Baik, our Chief Financial Officer

Paul Kang, our former Chief Executive Officer; and

Jiyoung Hwang, our former Chief Financial Officer

Summary Compensation Table

The following table provides a summary of compensation paid or accrued for the years ended December 31, 2024 and 2023 to our named executive officers, amounts in dollars:

Name and principal positionYearSalary ($)Bonus ($)All other compensation ($)Total($)
Andy Yoo (1) Chief Executive Officer202425,000——25,000
Paul Kang (2) Former Chief Executive Officer2024150,000——150,000
202350,000——50,000
Seung Ik Baik (3)Chief Financial Officer20243,611——3,611
Jiyoung Hwang (4)Former Chief Financial Officer2024150,000——150,000
202349,432——49,432
(1)Effective December 20, 2024, Mr. Yoo was appointed as Chief Executive Officer, succeeding Mr. Kang.
(2)Effective August 21, 2023, Mr. Kang was appointed as Chief Executive Officer. Effective February 27, 2025. Mr. Kang resigned as Chief Executive Officer.
(3)Effective December 20, 2024, Mr. Baik was appointed as Chief Executive Officer, succeeding Ms. Hwang.
(4)Effective August 28, 2023, Ms. Hwang was appointed as Chief Financial Officer, succeeding Mr. Kim. Effective December 20, 2024, Ms. Hwang resigned as Chief Financial Officer.

Employment Agreements

We had employment agreements with each of our named executive officers who were still serving in their positions at the end of 2024. These employment agreements are described below. Refer to the footnotes to the Summary Compensation Table above with respect to named executive officers who were no longer serving at the end of 2024.

Andy Yoo. We and Mr. Yoo entered into an Employment Agreement dated December 20, 2024. Under the terms of this Employment Agreement, Mr. Yoo’s annual base salary was $300,000.

Paul Kang. We and Mr. Kang entered into an Employment Agreement dated August 28, 2023. Under the terms of this Employment Agreement, Mr. Kang’s annual base salary was $150,000. Refer to the subsequent event in Footnote 17 for consulting agreement entered into in February 2025.

Seung Ik Baik. We and Mr. Baik entered into an Employment Agreement dated December 20, 2024. Under the terms of this Employment Agreement, Mr. Baik’s annual base salary was $130,000.

Outstanding Equity Awards at Fiscal Year-End

Neither Mr. Yoo, Mr. Kang, nor Mr. Baik had any outstanding equity awards, and none of our named executive officers who were not serving with the Company at the end of fiscal 2024 still had any outstanding equity awards.

Defined Contribution Plan

We sponsor a defined contribution plan intended to qualify under Section 401 of the Internal Revenue Code (the “Code”) as a 401(k) plan. Employees who are at least 21 years of age are generally eligible to participate and may enter the plan on the first day of any month following the employment start date. Participants may make pre-tax contributions or Roth 401(k) contributions up to the maximum limit established by the Code. Our 401(k) plan also has a “catch-up contribution” feature for employees aged 50 or older (including those who qualify as “highly compensated” employees) who can defer amounts over the statutory limit that applies to all other employees below age 50. Participant contributions are allocated to each participant’s individual account and are then invested in selected investment alternatives according to the participant’s directions. Participants are immediately and fully vested in their contributions. We provide matching contributions under the plan of up to 100% of the first 50% of the participant’s elective contributions.

Director Compensation

Under our director compensation policy, as amended, each of our directors is eligible to receive cash compensation for service on our Board of Directors and committees of our Board of Directors.

2024 Director Compensation

Cash Compensation

Following the closing of the Private Placement in February 2023, each director is entitled to an annual retainer of $20,000. None of our current directors have received any equity grants, and none of our prior directors received equity grants in 2024.

Director Compensation Table

The following table presents information regarding the compensation earned for service by our directors during the year ended December 31, 2024, amounts in dollars.

NameFees Earned orPaid In Cash($)OptionAwards (13)($)Total($)
Paul Kang (1)20,000—20,000
Jiyoung Hwang (2)20,000—20,000
Hyuk Joon (Raymond) Ko (3)19,194—19,194
Dongho Lee (4)20,000—20,000
Hojoon Lee (5)17,778—17,778
Minhee Eom (6)19,194—19,194
Andy Yoo (7)2,167—2,167
Ho Jung John (8)645—645
Chang Keun Choi (9)645—645
Sangwook Song (10)645—645
Minwoo Kang (11)645—645
Seung Ik Baik (12)2,167—2,167
Eui Yull Hwang (13)2,778—2,778
(1)Mr. Kang was appointed to the Board of Directors effective February 24, 2023.
(2)Ms. Hwang was appointed to the Board of Directors effective February 24, 2023 and resigned on February 28, 2025.
(3)Mr. Ko was appointed to the Board of Directors effective August 21, 2023 and resigned on December 17, 2024.
(4)Mr. D. Lee was appointed to the Board of Directors effective August 21, 2023.
(5)Mr. Hojoon Lee was appointed to the Board of Directors effective August 21, 2023 and resigned on November 21, 2024.
(6)Ms. Eom was appointed to the Board of Directors effective September 26, 2023 and resigned on December 17, 2024.
(7)Mr. Yoo was appointed to the Board of Directors effective November 21, 2024.
(8)Mr. John was appointed to the Board of Directors effective December 17, 2024.
(9)Mr. Choi was appointed to the Board of Directors effective December 17, 2024.
(10)Mr. Song was appointed to the Board of Directors effective December 17, 2024.
(11)Mr. Kang was appointed to the Board of Directors effective December 17, 2024.
(12)Mr. Baik was appointed to the Board of Directors effective November 21, 2024.
(13)Mr. Hwang was appointed to the Board of Directors effective September 26, 2024 and resigned on November 21, 2024.
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