Tempest Therapeutics adds board member, new CFO, and related-party R&D deal with Factor Bioscience
The Brisbane biotech named Nancy Freda-Smith to its board and Constance Ames as CFO while signing a $5 million-a-year services pact with CEO-linked Factor Bioscience.
Tempest Therapeutics disclosed a series of governance and corporate changes in an 8-K covering events on September 22, 2026, and a related press release dated September 23, 2026.
The company entered into a Master Services Agreement with Factor Bioscience Inc. on September 22, 2026, under which Factor will provide research and development services requested by Tempest through mutually agreed work orders1. The arrangement supports Tempest's obligations under its Amended and Restated License and Collaboration Agreement with Factor Bioscience Limited, Factor's Irish subsidiary, dated November 19, 2025 and effective August 6, 20251. Alongside the MSA, the parties signed Work Order No. 1, covering development of in vivo CAR-T therapies1.
Tempest disclosed that CEO Matt Angel is majority owner, CEO and chairman of Factor Bioscience LLC, and that Factor Bioscience Inc. is a wholly owned subsidiary of that entity1, with Angel owning 34.2% of Tempest's outstanding common stock as of May 28, 2026, including shares held by Factor1. Given that tie, the filing states the agreement was treated as a related-party matter, and Tempest said the audit committee approved the MSA while Dr. Angel recused himself from the discussion and vote1. The company said it expects to pay Factor roughly $5.0 million per year in equal monthly installments of $416,667, plus reimbursement for materials and third-party costs with a 10% project management fee1.
Separately, Tempest appointed Nancy Freda-Smith as a Class III director and Chair of the Audit Committee effective September 22, 20261. She previously served as Chief Audit Executive and Global Head of Asset Protection at Ralph Lauren Corporation from 2017 to August 20261.
The company also confirmed that CFO Nicholas Rossettos resigned effective immediately on September 22, 20261, with Constance Ames named as Chief Financial Officer and Principal Financial and Accounting Officer, Treasurer, and Corporate Secretary the same day1.
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