IO Biotech Files Chapter 7 Bankruptcy And Ceases Operations In Delaware; Common Stockholders Unlikely To Receive Payment Or Distribution After Bankruptcy; Terminates All Employees And Officers Including CEO And CFO

On March 31, 2026, after considering all strategic alternatives, IO Biotech, Inc. (the "Company") ceased operations and filed a voluntary petition for relief (the "Petition") under the provisions of Chapter 7 of Title 11 of the United States Code (the "Bankruptcy Code") in the United States Bankruptcy Court for the District of Delaware (the "Bankruptcy Court").

As a result of the Petition, a Chapter 7 trustee will be appointed by the Bankruptcy Court and will assume control over the assets and liabilities of the Company, effectively eliminating the authority and powers of the Board of Directors of the Company and its officers to act on its behalf. The assets of the Company will be liquidated and claims paid in accordance with the priorities specified in the Bankruptcy Code. It is unlikely that holders of the Company's common stock will receive any payment or other distribution on account of those shares following the bankruptcy proceedings.

The appointment of the Chapter 7 trustee as described in Item 1.03 of this Current Report on Form 8-K triggers an event of default under the finance contract between the Company' subsidiary IO Biotech ApS and the European Investment Bank ("EIB") and provides EIB the right to terminate the finance contract and demand from the Company and IO Biotech ApS immediate repayment of the €22.5 million drawn under the finance contract together with accrued interest, prepayment fees and certain costs and expenses. Any actions by EIB based on this event of default, however, may be stayed pursuant to the Bankruptcy Code.

Departure of Directors

Concurrently with the Petition, on March 31, 2026, each member of the Company's board of directors, Peter Hirth, Helen Collins, Christian Elling, Kathleen Glaub, Heidi Hunter and David Smith, resigned from the Board of Directors of the Company and all of its committees. Each of the directors resigned because of the Company's filing of the Petition, which effectively eliminated the powers of the Company's Board of Directors. The resignations were not the result of any disagreement with the Company on any matter relating to the Company's operations, policies or practices. Following the resignations, the Company has no members serving on its Board of Directors.

Departure of Officers

Concurrently with the Petition, on March 31, 2026, the Company terminated all employees and officers without cause, including Mai-Britt Zocca, Chief Executive Officer, and Amy Sullivan, Chief Financial Officer and Chief Accounting Officer. These terminations were due to the filing of the Petition, which effectively eliminated the powers and roles of these officers.

The audit of the Company's financial statements for its fiscal year ended December 31, 2025 by the Company's independent registered public accounting firm was not completed, and the Company will no longer have the capability to prepare or file with the Securities and Exchange Commission the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2025 or any other periodic reports.