Every 8-K that Evoke Pharma, Inc. (EVOK) 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 EVOK 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 EVOK filings page.
Evoke Pharma, Inc. has been acquired by QOL Medical, LLC in an all‑cash transaction at $11.00 per share, following a tender offer and short‑form merger under Delaware law. The tender offer expired on December 15, 2025, with 1,164,862 shares, or about 67.63% of the outstanding common stock, validly tendered, satisfying the minimum condition.
On December 17, 2025, QOL Medical completed the merger, making Evoke Pharma a wholly owned subsidiary. All remaining shares not owned by QOL Medical, already tendered, or properly seeking appraisal were converted into the right to receive $11.00 in cash per share, without interest and subject to withholding taxes.
Outstanding stock options and in‑the‑money warrants were canceled at closing and converted into cash based on the difference between the $11.00 offer price and their exercise price, while out‑of‑the‑money warrants received no consideration. Evoke Pharma has notified Nasdaq of the merger, its shares are expected to be suspended from trading, and the company plans to file to deregister its stock and suspend its SEC reporting obligations. The board and key executives have resigned, and directors and officers of the merger subsidiary have assumed leadership of the surviving corporation.
Evoke Pharma furnished an update on its financial results by issuing a press release for the three and nine months ended September 30, 2025. The press release is attached as Exhibit 99.1 to an Item 2.02 Form 8-K. The company notes this information is provided under General Instruction B.2 and is therefore furnished, not filed, under the Exchange Act.
Evoke Pharma’s common stock trades on The Nasdaq Stock Market under the symbol EVOK.
Evoke Pharma signed a definitive Agreement and Plan of Merger under which QOL Medical will launch a tender offer to acquire all outstanding shares for $11.00 in cash per share, subject to customary conditions. The Board unanimously approved the deal and recommends stockholders tender their shares.
The offer will be open for at least 20 business days and requires more than 50% of outstanding shares (with certain exercised options/warrants counted) to meet the minimum condition. Support agreements cover approximately 10.4% of outstanding shares. Following completion, Evoke will merge into a QOL subsidiary under DGCL 251(h), become wholly owned by QOL, and cease to be publicly traded.
The agreement includes standard terms, an outside date of May 3, 2026, and a $1.5 million termination fee under specified circumstances. An Eversana letter agreement provides for payment of $1.0 million of outstanding Cumulative Deferred Costs and loan principal and interest following a change of control or CSA expiration. Equity awards will be cashed out as described, and out‑of‑the‑money warrants receive no consideration unless Black Scholes value is elected.
Evoke Pharma, Inc. filed a current report to note that it issued a press release on August 14, 2025 announcing its financial results for the three- and six-month periods ended June 30, 2025. The press release is provided as Exhibit 99.1 to the report and is incorporated by reference, while the company clarifies that this earnings information is being furnished rather than filed for liability purposes under the securities laws.