Management Change/Compensation Form 8 K

On September 23, 2024, the Compensation Committee (the "Committee") of the Board of Directors of Panbela Therapeutics, Inc. (the "Company") approved retention arrangements for the Company's employees, including our Chief Executive Officer and President, Jennifer K. Simpson, and our Vice President of Finance and Chief Financial Officer, Susan Horvath. Under the arrangements, each participant is eligible to receive a cash retention bonus so long as they remain employed through the earlier of: (a) the date the Company's ASPIRE trial completes interim analysis, (b) the date the Company terminates their employment without cause, (c) December 31, 2025, and (d) the date a change in control is completed with respect to the Company. Dr. Simpson and Ms. Horvath are each eligible to receive a cash retention bonus of $54,281 and $34,299, respectively. For each retention arrangement, "change in control" has the meaning set forth in the Company's 2016 Omnibus Incentive Plan, as amended and restated.

In addition, Ms. Simpson is eligible to receive a cash retention bonus of $227,085 so long as she remains employed through the earlier of: (a) the date the Company achieves an unrestricted cash balance in excess of $10,000,000, (b) the date the Company terminates their employment without cause, (c) December 31, 2025, and (d) the date a change in control is completed with respect to the Company.

The foregoing summaries of the terms and conditions of the retention arrangements is qualified by reference to the form of letter agreement between the Company and each of Dr. Simpson and Ms. Horvath, the text of which is filed as Exhibits 10.1 and 10.2, respectively, to this current report and incorporated by reference as if fully set forth herein.