Cidara Theraptcs SEC Filings

Cidara Therapeutics Chief Financial Officer Frank Karbe reported the cash-out of his equity holdings in connection with Merck’s acquisition of the company. On January 7, 2026, he disposed of 7,526 shares of Cidara common stock at $221.50 per share in the tender offer and merger, and a further 43,125 shares were reduced to zero balance as they were converted into the right to receive cash.

The filing also shows 115,000 employee stock options were cancelled on January 7, 2026 and converted into cash based on the spread between the $221.50 merger price and their exercise price. Under the Merger Agreement, all outstanding common shares were exchanged for $221.50 per share and all Series A preferred shares for $15,505.00 per share in cash, and Cidara became a wholly owned subsidiary of Merck.

Cidara Therapeutics, Inc. completed its sale to Merck, with all outstanding common and Series A preferred shares acquired under a merger agreement dated November 13, 2025. On January 7, 2026, each common share was exchanged for $221.50 in cash and each Series A preferred share for $15,505.00 in cash, both without interest and subject to withholding taxes.

COO & CLO Shane Ward reported the disposition of 25,083 common shares at $221.50 per share, leaving no directly held common stock. Multiple employee stock options covering various numbers of common shares and exercise prices were also fully vested and then cancelled at the merger’s effective time, with each option converted into a cash right equal to the number of underlying shares multiplied by the excess of $221.50 over the option exercise price.

Cidara Therapeutics, Inc. Chief Medical Officer Nicole Negar Davarpanah reported the cash-out of her equity holdings in connection with the company’s merger with Merck Sharp & Dohme LLC. On January 7, 2026, a Merck subsidiary completed a tender offer and subsequent merger, making Cidara a wholly owned Merck subsidiary.

Under the Merger Agreement, each Cidara common share was exchanged for $221.50 per share in cash, and each Series A preferred share for $15,505.00 per share in cash, both without interest and subject to tax withholding. The filing shows dispositions of common stock at $221.50 per share, and the cancellation of restricted stock units and employee stock options in exchange for cash based on the $221.50 common share value, less any applicable option exercise prices. Following these transactions, the reporting person no longer holds Cidara common stock or options.

Cidara Therapeutics’ President & CEO Jeffrey Stein, a director of the company, filed an updated Form 4 covering historical transactions in Cidara common stock. The filing restates prior reports from 2016, 2017, 2020 and 2021 to correct how many shares were shown as beneficially owned by him and to reclassify certain purchases as made by a trust rather than directly by him. All share and price figures in the table have been adjusted for the company’s 1‑for‑20 reverse stock split effected on April 24, 2024.

The filing also reports a gift of common stock on December 31, 2021 from Stein to his sons, with shares held both by a trust and by a son. The disclosure notes that he disclaims beneficial ownership of the shares held by his independent son, and states that the report should not be taken as an admission that he is the beneficial owner of those shares for Section 16 or any other purpose.

Cidara Therapeutics, Inc. is being removed from listing and registration on the Nasdaq Stock Market LLC for its common stock. Nasdaq certifies that it has followed its own rules under 17 CFR 240.12d2-2(b) to strike this class of securities from listing and/or withdraw its registration. The filing also notes that Cidara has complied with the exchange’s rules and the requirements of 17 CFR 240.12d2-2(c) for voluntary withdrawal of the common stock from listing and registration.

Cidara Therapeutics, Inc. has completed its sale to Merck Sharp & Dohme LLC via a tender offer and follow-on merger, and will cease to be a publicly traded company. Merck’s subsidiary acquired Cidara shares for $221.50 per common share and $15,505.00 per Series A preferred share, all in cash, without interest and subject to taxes. The offer expired January 6, 2026, with approximately 88.3% of voting power tendered, plus additional shares under guaranteed delivery, satisfying the minimum tender condition and allowing the merger to close without a stockholder vote.

At the effective time, remaining common and Series A shares were converted into the same cash amounts, Cidara’s stock options and restricted stock units were cashed out based on the common share price (underwater options were canceled), and warrants were treated as cashless exercised. Cidara terminated its equity and employee stock purchase plans, became a wholly owned Merck subsidiary, requested delisting of its common stock from Nasdaq, and plans to deregister its shares and suspend SEC reporting. The board and officers were replaced by Merck designees, and Cidara’s charter and bylaws were fully amended and restated.

Cidara Therapeutics filed an amendment confirming completion of Merck’s cash acquisition through a tender offer and merger. Merck offered $221.50 in cash for each Cidara common share and $15,505.00 in cash for each Series A Convertible Voting Preferred share, both without interest and subject to withholding taxes.

As of the offer’s expiration on January 6, 2026, 27,149,333 common shares and 89,956 Series A shares had been validly tendered and not withdrawn, representing approximately 88.3% of shares entitled to vote on an as-converted basis, satisfying the minimum tender condition. The merger closed on January 7, 2026, making Cidara a wholly owned subsidiary of Merck. Cidara’s common stock will be delisted from the Nasdaq Capital Market, and Merck intends to terminate its registration and suspend Cidara’s reporting obligations under the Exchange Act.

Cidara Therapeutics, Inc. reported an insider stock transfer by its Chief Medical Officer on a Form 4. On 12/29/2025, the officer made a bona fide gift of 450 shares of common stock to a donor-advised fund for charitable purposes, with no beneficial ownership or control retained over the donated shares. Following this transaction, the officer beneficially owns 20,886 shares of Cidara common stock, which includes 50 shares acquired through the company’s Employee Stock Purchase Plan on December 18, 2025.

Caymus Purchaser, Inc., an indirect subsidiary of Merck, filed an amendment updating its cash tender offer for all common and Series A preferred shares of Cidara Therapeutics, Inc.. The offer price remains $221.50 per common share and $15,505.00 per Series A preferred share, both payable in cash, without interest and subject to withholding taxes. The amendment clarifies that, based on shares outstanding as of December 3, 2025, the minimum condition is expected to be met if approximately 18,900,605 shares (a majority of common and Series A on an as-converted basis) are validly tendered and not withdrawn by the expiration date. It also states that, as of December 12, 2025, Merck, Parent, Purchaser and their directors and executive officers did not beneficially own Cidara shares or trade in them during the prior 60 days, and it refines language on how offer conditions relate to rights under the merger agreement.