Date of Report (Date of earliest event reported): October 27, 2017



CymaBay Therapeutics, Inc.

(Exact name of Registrant as specified in its charter)




Delaware   001-36500   94-3103561

(State or other jurisdiction

of incorporation)



File Number)


(IRS Employer

Identification No.)

7999 Gateway Blvd., Suite 130

Newark, CA 94560

(Address of principal executive offices)

(510) 293-8800

(Registrant’s telephone number, including area code)



Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):


Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)


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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company    ☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.    ☒




Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On October 27, 2017, the Board of Directors of CymaBay Therapeutics, Inc., approved the promotion of Sujal Shah to the position of President and Chief Executive Officer of CymaBay to be effective November 1, 2017. Mr. Shah, age 44, has served as CymaBay’s Interim President and Chief Executive Officer since April 2017, and as CymaBay’s Chief Financial Officer since December of 2013. Prior to that he served as a consultant and acting Chief Financial Officer to CymaBay from June 2012 to December 2013. From 2010 to 2012, Mr. Shah served as Director, Health Care Investment Banking for Citigroup Inc., where he was responsible for managing client relationships and executing strategic and financing related transactions for clients focused in life sciences. From 2004 to 2010 Mr. Shah was employed with Credit-Suisse, last serving in the capacity as Vice President, Health Care Investment Banking Group. Mr. Shah received a M.B.A. from Carnegie Mellon University Tepper School of Business and M.S. and B.S. degrees in Biomedical Engineering from Northwestern University. Mr. Shah currently serves on the Executive Advisory Board of the Chemistry of Life Processes Institute at Northwestern University.

As a result of the recent promotion of Mr. Shah as CymaBay’s President and Chief Executive Officer, CymaBay increased Mr. Shah’s annual base salary to $440,000, and granted Mr. Shah an option to purchase 640,000 shares of CymaBay’s common stock with an exercise price per share equal to the fair market value of a share of CymaBay’s common stock on the date of grant. The option will vest over a four year-period, subject to continuous service to CymaBay.


Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.


CymaBay Therapeutics, Inc.
By:   /s/ Sujal Shah
Name:   Sujal Shah
Title:   President and Chief Executive Officer

Dated: November 1, 2017