Every 8-K that Esperion Therapeutics, Inc. (ESPR) has filed with the SEC in the last 24 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.
A 8-K covers material events a company has to report between its quarterly reports, so if you follow ESPR and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full ESPR filings page.
Esperion Therapeutics, Inc. completed its previously announced merger with Essence Parent Inc., with Esperion becoming a wholly owned subsidiary. Each outstanding share of common stock was converted into the right to receive $3.16 in cash plus one contingent value right (CVR) per share.
Each CVR entitles holders to their pro rata share of contingent cash payments of up to $100 million in aggregate upon achievement of specified milestones. Total cash consideration paid by Parent was approximately $1.1 billion, funded by equity contributions and debt financing under a new Loan Agreement, and accompanied by CVR issuance.
The company’s 5.75% Convertible Senior Subordinated Notes due 2030 are now convertible into $1,032.68 in cash plus 326.7974 CVRs per $1,000 principal amount, or $1,232.62 plus 390.0701 CVRs in connection with a Make-Whole Fundamental Change. Esperion notified Nasdaq of the merger, requested delisting of its common stock, and plans to terminate its Exchange Act reporting obligations.
Esperion Therapeutics, Inc. reported the results of a special stockholder meeting held on July 8, 2026. Stockholders approved the Agreement and Plan of Merger with Essence Parent Inc., under which Esperion will become a wholly owned subsidiary of Parent through a merger with Essence MergerCo Inc., subject to closing conditions.
Of 257,693,347 shares entitled to vote, 158,573,615 shares (61.53%) were represented, establishing a quorum. The merger proposal passed with 135,326,793 votes for, 22,750,628 against, and 496,194 abstentions. An advisory proposal on potential executive compensation in connection with the merger also received stockholder approval.
Esperion Therapeutics filed an amended current report to add detailed financial information for its acquisition of Corstasis Therapeutics, which closed on April 2, 2026. The deal is treated as an asset acquisition, with total cost of $83.389 million allocated mainly to Enbumyst, a developed product intangible valued at $77.097 million and amortized over 10 years.
The company funded the purchase with $75.0 million of new financing, including a $25.0 million term loan at 9.75% interest and a $50.0 million royalty sale tied to Otsuka payments until a $100.0 million cap is reached. Pro forma 2025 results show a combined net loss of $47.063 million, compared with Esperion’s standalone net loss of $22.682 million, reflecting added amortization and interest costs.
Esperion Therapeutics, Inc. reports that the waiting period under the Hart-Scott-Rodino Antitrust Improvements Act for its planned merger with Essence Parent Inc., an affiliate of ArchiMed SAS, expired at 11:59 p.m. Eastern Time on June 15, 2026.
The merger would make Esperion a wholly owned subsidiary of Essence Parent Inc. Completion still depends on other customary closing conditions in the Merger Agreement, including stockholder approval. A special virtual stockholder meeting to consider adoption of the Merger Agreement is scheduled for July 8, 2026 at 8:00 a.m. Eastern Time.
Esperion Therapeutics announced that Germany’s competition authority, the Bundeskartellamt, has cleared its planned merger with Essence Parent Inc., an affiliate of ArchiMed SAS. This removes a key regulatory condition under the German Act Against Restraints of Competition.
The merger would combine Esperion and Essence MergerCo Inc., with Esperion surviving as a wholly owned subsidiary of Parent. Completion still depends on remaining conditions, including expiration or termination of waiting periods under the Hart-Scott-Rodino Antitrust Improvements Act of 1976 and approval of the merger agreement by Esperion stockholders at a virtual special meeting scheduled for July 8, 2026.
Esperion Therapeutics, Inc. reported results from its 2026 annual stockholder meeting. Stockholders approved an amendment to the 2022 Stock Option and Incentive Plan to increase the shares of common stock authorized for issuance under the plan by 7,000,000 shares.
As of March 31, 2026, there were 257,404,876 shares of common stock outstanding and entitled to vote, and 177,208,856 shares were present or represented by proxy, establishing a quorum. Stockholders elected Class I directors J. Martin Carroll and Sheldon L. Koenig, approved the advisory vote on executive compensation, and ratified Ernst & Young LLP as independent registered public accounting firm for the fiscal year ending December 31, 2026.
Esperion Therapeutics agreed to be acquired by Essence Parent Inc., an affiliate of ARCHIMED. Under the merger agreement, shareholders will receive $3.16 in cash per share plus one contingent value right (CVR) per share, which can pay up to $100 million in cash in total if specified milestones are met.
The deal values Esperion’s equity at up to approximately $1.1 billion on a fully diluted basis and the cash price reflects a 58% premium to the April 30, 2026 closing share price. The transaction, unanimously approved by Esperion’s board, is expected to close in the third quarter of 2026, subject to shareholder and regulatory approvals and other customary conditions. Termination fees are set at $68,309,078 for Parent and $34,154,539 for Esperion in specified circumstances.
Esperion Therapeutics completed the acquisition of Corstasis Therapeutics, making Corstasis a wholly owned subsidiary and adding Enbumyst, an FDA‑approved bumetanide nasal spray for edema in cardiovascular, hepatic and renal disease. The company paid $75,000,000 in upfront cash, with Corstasis equityholders eligible for up to $180,000,000 in milestone payments plus future royalty and licensing‑revenue‑based payments.
To help fund the deal, Esperion amended its credit agreement to add $25,000,000 of new term loans and entered a Royalty Purchase Agreement, selling a portion of Otsuka‑related Bempedoic Acid royalties and milestones to Athyrium for $50,000,000. Athyrium will receive 100% of these specified receivables until it has collected $100,000,000, after which all such payments revert to Esperion.
Esperion Therapeutics reported strong fourth-quarter and full-year 2025 results, driven by its bempedoic acid cardiovascular franchise and partner revenues. Q4 2025 total revenue reached $168.4 million, up 144% year over year, producing net income of $61.8 million and basic EPS of $0.26.
For full-year 2025, total revenue grew 21% to $403.1 million, with U.S. net product revenue up about 38% to $159.6 million and collaboration revenue rising to $243.6 million, though the company still posted a $22.7 million net loss. Cash and cash equivalents increased to $167.9 million.
Esperion outlined a global growth strategy, highlighted a planned acquisition of Corstasis Therapeutics and its Enbumyst nasal spray for edema, and advanced its ACLY-focused pipeline with ESP-2001 for primary sclerosing cholangitis. It expects 2026 operating expenses of $225–$255 million, including about $15 million of stock-based compensation.
Esperion Therapeutics has entered a definitive agreement to acquire Corstasis Therapeutics, maker of Enbumyst, a bumetanide nasal spray approved to treat edema in adults with congestive heart failure and certain liver and kidney diseases. Corstasis will become a wholly owned subsidiary after the merger closes, subject to customary conditions and a potential termination if not completed by May 1, 2026.
Esperion will pay an upfront cash purchase price of $75 million, plus up to $180 million in additional regulatory and commercial milestone payments and low double‑digit royalties on worldwide Enbumyst sales and follow‑on products. Esperion plans to finance the deal through existing credit facilities and monetization of Japanese royalties with Athyrium Capital Management and HealthCare Royalty. The company highlights Enbumyst as a strategic fit with its cardiovascular franchise and expects the transaction to support sustained double‑digit revenue growth and expand its presence across cardiometabolic, hepatic, and renal diseases.
Esperion Therapeutics, Inc. reported preliminary 2025 results and shared expense guidance for the fiscal year ending December 31, 2026. Management currently expects 2026 research and development expenses to range from $40 million to $50 million, selling, general and administrative expenses to range from $170 million to $195 million, and total operating expenses to range from $210 million to $245 million. The figures reflect management’s current expectations and were released in connection with the company’s presentation at the Annual J.P. Morgan Healthcare Conference.
Esperion Therapeutics filed a Form 8-K stating it furnished a press release announcing financial results for the three and nine months ended September 30, 2025.
The information under Item 2.02 and Exhibit 99.1 is furnished and not deemed “filed” under Section 18 of the Exchange Act, nor incorporated by reference under the Securities Act except as specifically referenced.
Esperion Therapeutics appointed John B. Harlow, Jr. as Chief Commercial Officer, effective November 17, 2025. The hire adds a veteran commercial leader with prior CCO roles at Melinta Therapeutics and Baudax Bio.
Under his agreement, Harlow will receive a $535,000 base salary, a target bonus equal to 45% of salary, and a $35,000 sign-on bonus. Equity awards include options for 380,000 shares at the grant-date closing price and 424,536 RSUs, each vesting over four years, subject to continued service. Severance provides one year of salary (and, upon a sale event, salary plus target bonus) and COBRA-related cash payments, subject to customary release conditions.
Esperion Therapeutics, Inc. filed an 8-K reporting a material event that centers on a securities offering. The filing references two press releases dated October 7, 2025: one announcing the offering and one announcing the pricing of the offering. The company also disclosed an opinion of Goodwin Procter LLP and the firm's consent (included as Exhibit 5.1). The document includes the interactive data cover page and is signed by Sheldon Koenig, President and Chief Executive Officer on October 8, 2025. The filing shows the offering has been publicly announced and legally documented, but it does not disclose offering size, securities type, or net proceeds.
Esperion Therapeutics, Inc. filed a current report to note that on October 7, 2025 it posted an updated corporate presentation on its investor relations website. The same presentation, dated October 2025, is also provided as Exhibit 99.1 so investors can review the materials directly through the SEC system.
The filing does not introduce new financial statements or disclose specific transaction details. Instead, it formally records that the latest corporate overview and investor slide deck are now publicly available, helping ensure all market participants have equal access to the company’s updated messaging.
Esperion Therapeutics filed an Amendment No. 1 to its Form 8-K to correct its August 5, 2025 earnings release. The amendment corrects the Balance Sheet Data for the period ended June 30, 2025 and the Statement of Operations for the three and six months ended June 30, 2025, specifically net income (loss), net income (loss) per share, and income from operations for the three-month period. A corrected earnings release is furnished as Exhibit 99.1 dated August 11, 2025. Management states these figures are preliminary, unaudited, and subject to completion of the quarter-end close and may change; all other disclosures remain unchanged.
Esperion Therapeutics, Inc. (NASDAQ: ESPR) has appointed Craig Thompson, MBA, a veteran biotechnology executive, to its Board of Directors effective July 1, 2025. Thompson will serve as an independent Class II director with a term running through the 2027 annual meeting. He will immediately join the Compliance, Nominating & Corporate Governance, and Commercial Committees.
Thompson brings more than two decades of commercial and C-suite experience to Esperion. He is currently CEO of Cerevance, LLC and holds board seats at NervGen Pharma. His prior leadership roles include CEO positions at Neurana, Anthera and senior commercial posts at Tetraphase, Trius, Pfizer and Merck, where he helped launch high-profile cardiovascular products such as Zocor and oversaw the global commercial development of torcetrapib/atorvastatin.
Under Esperion’s non-employee director compensation plan, Thompson will receive standard cash retainers and equity awards. The company has executed a customary indemnification agreement with him. No related-party transactions were disclosed.
A press release announcing the appointment was furnished as Exhibit 99.1 under Item 7.01; the disclosure is deemed “furnished” and not “filed” under the Exchange Act.