DEFA14A: KALA BIO Updates Director Biography for 2025 Annual Meeting
Proxy Statement Supplement
Kala Bio, Inc. filed a supplement to its 2025 Annual Meeting proxy statement, updating the biography of Class II Director Nominee David Lazar to reflect his recent and current executive and board roles across multiple public companies.
Summary
- Kala Bio, Inc. filed a supplement to its Definitive Proxy Statement for the 2025 Annual Meeting of Stockholders, originally filed on December 30, 2025, and a First Supplement filed on January 6, 2026.
- The purpose of this Supplement is to amend and restate the biography of David Lazar, a Class II Director Nominee, on page 11 of the Proxy Statement.
- The updated biography details Mr. Lazar's extensive current and past executive and board positions across various public companies.
- Mr. Lazar has served as a member of Kala Bio's board of directors and Chief Executive Officer since November 2025.
- His current roles include Co-Chief Executive Officer and Chairman of Indaptus Therapeutics, Inc. (NASDAQ: INDP) since December 2025, Chief Executive Officer and Chief Financial Officer of Byrn, Inc. (OTC: BRRN) since December 2019, and Chief Executive Officer, Chief Financial Officer and Chairman of Humitech International Group, Inc. (OTC: HTHL) since July 2023.
- Previous roles include CEO of Novabay Pharmaceuticals, Inc. (NASDAQ: NBY) from August to November 2025, director, CEO, and CFO of FiEE, Inc. (NASDAQ: FIEE) from December 2023 to February 2025, and interim CEO and principal financial officer of Bio Green Med Solution Inc. (NASDAQ: BGMS) from January 2, 2025, through February 26, 2025.
- Other past leadership positions include CEO of Black Titan Corporation (NASDAQ: BTTC) from August 2022 to April 2024, CEO and Chairman of OpGen, Inc. (NASDAQ/OTC: OPGN) from March 2024 to August 2024, and President and board member of LQR House Inc. (NASDAQ: YHC) from October 2024 to April 2025.
- The company believes Mr. Lazar's expertise as an investor with diverse capital markets knowledge and experience leading public companies qualifies him for his board role.
Sentiment
Score: 5
Explanation: The filing is an administrative update to a director's biography for a proxy statement, providing factual information without indicating positive or negative operational or financial performance.
Positives
- David Lazar brings extensive experience in capital markets and leadership roles across multiple public companies, which is seen as a qualification for his board position at Kala Bio.
Future Outlook
The filing does not provide forward-looking statements regarding the company's financial performance or strategic direction, beyond the scheduled 2025 Annual Meeting of Stockholders on January 30, 2026.
Management Comments
- "We believe Mr. Lazar's expertise as an investor with a diverse knowledge of capital markets and experience leading public companies qualifies him to serve as a member of our board of directors."
Industry Context
This filing is an administrative update to a director's biography within a proxy statement, a standard corporate governance practice. It reflects the company's adherence to SEC disclosure requirements and provides transparency regarding the qualifications and experience of its board nominees. The extensive list of Mr. Lazar's past and current roles across various public companies, including those in biopharmaceutical and technology sectors, indicates a director with broad exposure to different business environments and capital market dynamics.
Management Changes
| Role | Previous Person | New Person | Effective Date | Reason |
|---|---|---|---|---|
| Chief Executive Officer and Board Member | N/A | David Lazar | November 2025 | Appointment (previously disclosed, biography updated in this filing) |
Corporate Governance
| Change Type | Description | Effective Date | Impact Assessment |
|---|---|---|---|
| Director Biography Update | Amendment and restatement of the biography for Class II Director Nominee David Lazar to include his recent and current executive and board positions at other public companies. | December 30, 2025 (original proxy statement date, updated by this supplement) | Provides stockholders with more comprehensive and up-to-date information regarding a director nominee's qualifications and experience for the upcoming annual meeting vote. |
Stakeholder Impact
- Shareholders: Provided with updated and more complete information regarding a director nominee's professional background, aiding in informed voting decisions for the upcoming annual meeting.
Next Steps
- Stockholders will vote on matters described in the Proxy Statement at the 2025 Annual Meeting of Stockholders on January 30, 2026.
Key Dates
| Date | Description |
|---|---|
| March 2018 | David Lazar served as Chief Executive Officer of Activist Investing until April 2022. |
| August 2022 | David Lazar served as Chief Executive Officer of Black Titan Corporation (NASDAQ: BTTC) until April 2024, and as a director and board chairman until October 2023. |
| December 2019 | David Lazar has served as Chief Executive Officer and Chief Financial Officer of Byrn, Inc. (OTC: BRRN). |
| July 2023 | David Lazar has served as Chief Executive Officer, Chief Financial Officer and Chairman of Humitech International Group, Inc. (OTC: HTHL). |
| December 2023 | David Lazar served as director, Chief Executive Officer and Chief Financial Officer of FiEE, Inc. (NASDAQ: FIEE) until February 2025. |
| January 2, 2025 | David Lazar served as interim Chief Executive Officer and principal financial officer of Bio Green Med Solution Inc. (NASDAQ: BGMS) through February 26, 2025. |
| March 2024 | David Lazar served as Chief Executive Officer and Chairman of the board of directors of OpGen, Inc. (NASDAQ/OTC: OPGN) until August 2024. |
| October 2024 | David Lazar served as President and a member of the board of directors of LQR House Inc. (NASDAQ: YHC) until April 2025. |
| August 2025 | David Lazar served as Chief Executive Officer of Novabay Pharmaceuticals, Inc. (NASDAQ: NBY) until November 2025. |
| November 2025 | David Lazar has served as a member of Kala Bio's board of directors and Chief Executive Officer. |
| December 2025 | David Lazar has served as Co-Chief Executive Officer and Chairman of the Board of Directors of Indaptus Therapeutics, Inc. (NASDAQ: INDP). |
| December 30, 2025 | Kala Bio, Inc. filed its Definitive Proxy Statement for its 2025 Annual Meeting of Stockholders. |
| January 6, 2026 | Kala Bio, Inc. filed a first supplement to the Proxy Statement. |
| January 30, 2026 | Date of the 2025 Annual Meeting of Stockholders. |
Keywords
KALA BIO, proxy statement, director nominee, corporate governance, David Lazar, SEC filing, annual meeting, executive biography, board of directors
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