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Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
Effective September 15, 2022, the Board of Directors (the “Board”) of Xilio Therapeutics, Inc. (the “Company”), on the recommendation of the Nominating and Corporate Governance Committee of the Board, appointed Tomas Heyman to the Board as a Class I director of the Company, to serve in such capacity until the Company’s 2025 annual meeting of stockholders or until his earlier resignation, death, or removal. In connection with his election to the Board, Mr. Heyman was appointed to the Nominating and Corporate Governance Committee and Audit Committee of the Board.
In connection with his election to the Board, Mr. Heyman will enter into the Company’s standard indemnification agreement in the form previously approved by the Board, a copy of which is filed as Exhibit 10.11 to the Company’s Annual Report on Form 10-K for the year ended December 31, 2021. Mr. Heyman will receive compensation for his service as a director and a member of the Nominating and Corporate Governance Committee and Audit Committee in accordance with the Company’s standard arrangements for non-employee directors, which are described on page 26 of the Company’s proxy statement for its 2022 annual meeting of stockholders, as filed with the U.S. Securities and Exchange Commission on April 26, 2022.
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
XILIO THERAPEUTICS, INC.
Date: September 15, 2022
Chief Legal and Administrative Officer