Eikon Therapeutics (Nasdaq: EIKN) adopts new charter and bylaws with IPO

Rhea-AI Filing Summary

Eikon Therapeutics, Inc. reported that, in connection with the closing of its initial public offering on February 6, 2026, it put in place a new legal and governance framework. Immediately prior to the IPO closing, the company’s board and stockholders approved an amended and restated certificate of incorporation and amended and restated bylaws.

The restated certificate of incorporation was filed with the Delaware Secretary of State, and the updated bylaws became effective on February 6, 2026. These documents define the company’s capital structure and core governance rules as a newly public company whose common stock trades on the Nasdaq Stock Market under the symbol EIKN.

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): February 6, 2026

Eikon Therapeutics, Inc.

(Exact name of registrant as specified in its charter)

Delaware		001-43085		84-2807586
(State or other jurisdiction of incorporation)		(Commission File Number)		(I.R.S. Employer Identification No.)

230 Harriet Tubman Way

Millbrae, California 94030

(Address of principal executive offices)

(341) 777-0566

(Registrant’s telephone number, including area code)

Not Applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencements communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbols		Name of each exchange on which registered
Common Stock, $0.0001 par value per share		EIKN		The Nasdaq Stock Market LLC

☒ Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.

Amendment and Restatement of Certificate of Incorporation

In connection with the closing of the initial public offering (the “IPO”) of shares of common stock of Eikon Therapeutics, Inc. (the “Company”) on February 6, 2026, the Company filed an amended and restated certificate of incorporation (the “Restated Certificate”) with the Secretary of State of the State of Delaware. The Company’s board of directors (the “Board”) and stockholders previously approved the Restated Certificate to be effective as of immediately prior to the closing of the IPO.

Amendment and Restatement of Bylaws

Effective as of February 6, 2026, the Company adopted amended and restated bylaws (the “Restated Bylaws”) in connection with the closing of the IPO. The Board and stockholders previously approved the Restated Bylaws to be effective immediately prior to the closing of the IPO.

The foregoing descriptions of the Restated Certificate and Restated Bylaws are qualified in their entirety by reference to the full text of the Restated Certificate and Restated Bylaws, which are filed as Exhibits 3.1 and 3.2 hereto, respectively, and are incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

EXHIBIT NUMBER		EXHIBIT DESCRIPTION
3.1		Amended and Restated Certificate of Incorporation of the Registrant.
3.2		Amended and Restated Bylaws of the Registrant (incorporated herein by reference to Exhibit 3.4 to the Registrant’s Registration Statement on Form S-1 (File No. 333-292633), filed with the Commission on January 9, 2026).
104		Cover Page Interactive Data File (embedded within the Inline XBRL document).

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Eikon Therapeutics, Inc.
By:		/s/ Roger M. Perlmutter
		Roger M. Perlmutter, M.D., Ph.D.
		Chief Executive Officer

Dated: February 6, 2026

FAQ

What corporate changes did Eikon Therapeutics (EIKN) report on February 6, 2026?

Eikon Therapeutics reported adopting an amended and restated certificate of incorporation and amended and restated bylaws. Both were approved by the board and stockholders and became effective immediately prior to, and in connection with, the closing of its initial public offering on February 6, 2026.

How is Eikon Therapeutics’ initial public offering related to its new charter and bylaws?

The amended and restated certificate of incorporation and bylaws were implemented specifically in connection with the closing of Eikon Therapeutics’ initial public offering. They were approved to become effective immediately before the IPO closed, aligning the company’s governance structure with its status as a newly public company.

On which exchange is Eikon Therapeutics’ common stock listed and under what symbol?

Eikon Therapeutics’ common stock is listed on The Nasdaq Stock Market LLC under the trading symbol EIKN. The stock is described as common stock with a par value of $0.0001 per share, reflecting its basic equity security now trading on a major U.S. exchange.

Where can investors find the full text of Eikon Therapeutics’ amended charter and bylaws?

The full text of the amended and restated certificate of incorporation and bylaws is filed as Exhibits 3.1 and 3.2. The bylaws are also incorporated by reference to Exhibit 3.4 of Eikon Therapeutics’ Form S-1 registration statement, allowing investors to review the complete governance documents.

Who signed the Eikon Therapeutics 8-K related to the IPO governance changes?

The 8-K was signed on behalf of Eikon Therapeutics by Roger M. Perlmutter, M.D., Ph.D., serving as Chief Executive Officer. His signature confirms the company’s authorization of the filing that describes adoption of the amended and restated certificate of incorporation and bylaws on February 6, 2026.

Filing Exhibits & Attachments

4 documents

Other Documents

• EX-3.1 EX-3.1 39.5 KB
• EX-101 XBRL TAXONOMY EXTENSION SCHEMA 2.5 KB
• EX-101 XBRL TAXONOMY EXTENSION LABEL LINKBASE 18.3 KB
• EX-101 XBRL TAXONOMY EXTENSION PRESENTATION LINKBASE 11.4 KB