STOCK TITAN

Galapagos (NASDAQ: GLPG) joins Gilead in $1.675B Ouro autoimmune collaboration

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
6-K

Rhea-AI Filing Summary

Galapagos announced a binding collaboration framework with Gilead tied to Gilead’s planned $1.675 billion acquisition of Ouro Medicines, sharing both the $1.675 billion upfront consideration and up to $500 million in contingent milestones 50/50.

Galapagos will fund all gamgertamig development costs through the start of registrational studies, after which costs will be shared equally, and can earn up to $100 million in additional milestones for certain other indications plus tiered royalties of 20–23% on net sales. The company also gains three Ouro preclinical autoimmune programs, with Gilead holding an option to join each for $75 million per program after clinical proof-of-concept.

The agreement amends the existing OLCA with Gilead, allowing Galapagos to deploy a $500 million cash pool independently for research programs or strategic deals, including up to $150 million for potential share repurchases, dividends or other capital returns, while Gilead leads global commercialization of gamgertamig outside Keymed’s Greater China territories.

Positive

  • Transformative collaboration economics: Galapagos will share 50% of Gilead’s $1.675 billion upfront and up to $500 million in milestones for the Ouro acquisition, while also earning tiered 20–23% royalties and up to $100 million in additional milestones on gamgertamig.
  • Enhanced capital flexibility: The OLCA waiver frees a $500 million cash pool for independent R&D or strategic transactions, with up to $150 million available for potential share repurchases, dividends or other capital returns, while management states a majority of cash remains for future opportunities.

Negative

  • Concentrated development and payment obligations: Galapagos must fund all gamgertamig development costs before registrational studies and cover a share of KeyMed milestone and royalty payments, increasing R&D and contingent outflows tied to a single lead asset and its clinical and commercial trajectory.

Insights

Galapagos secures 50% economics on gamgertamig plus major cash flexibility under a revamped Gilead alliance.

Galapagos ties itself to Gilead’s $1.675 billion acquisition of Ouro by agreeing a 50/50 economic split on the upfront and up to $500 million in milestones. Gamgertamig is already in Phase 1/2 with U.S. Fast Track and Orphan Drug Designations, and is expected to enter registrational studies as early as 2027, which anchors the medium‑term value story.

Economically, Galapagos funds development through registrational start, then shares costs equally and receives tiered 20–23% royalties on net sales plus up to $100 million in milestones for certain other indications. It also receives three preclinical autoimmune programs where Gilead can later opt in for $75 million per program for a 50/50 profit split.

A critical structural change is the OLCA waiver: Galapagos can now use $500 million of cash outside the Gilead partnership, including up to $150 million for potential capital returns, while retaining what management describes as a majority of its cash for further business development. Overall, this looks like a strategically and financially favorable reshaping of the Gilead relationship around a clinically de‑risked asset.

Ouro upfront consideration $1.675 billion Total upfront cash consideration for Gilead’s acquisition of Ouro; Galapagos’ share is 50%
Contingent milestone potential $500 million Maximum contingent milestone payments tied to the Ouro acquisition, shared 50/50 by Galapagos and Gilead
Gamgertamig royalties 20–23% of net sales Tiered royalty rate Gilead will pay Galapagos on global gamgertamig sales outside Keymed territories
Additional development milestones Up to $100 million Milestones payable to Galapagos upon Gilead’s initiation of first registrational trials in certain indications
Preclinical program opt-in fee $75 million per program Amount Gilead may pay to opt into each of three Ouro-originated preclinical autoimmune programs
Independent cash pool $500 million Cash Galapagos may deploy outside the Gilead OLCA for R&D or strategic transactions
Potential capital return capacity Up to $150 million Portion of the $500 million pool that may be used for share repurchases, dividends or other distributions
Gilead ownership stake 25.35% of shares Ownership of Galapagos shares by a Gilead subsidiary as of December 31, 2025, triggering related party review
T cell engager medical
"a privately held biotechnology company focused on developing T cell engager therapies for autoimmune diseases"
A T cell engager is an engineered protein drug that physically links a patient’s T cell — the immune system’s attack cell — to a diseased cell so the T cell will recognize and kill it. For investors it matters because clinical trial results, manufacturing success and safety profiles determine whether the therapy becomes a widely adopted, high-value treatment or a costly failure; think of it like a matchmaker that must reliably bring soldiers to the right target without triggering friendly fire.
BCMAxCD3 medical
"Gamgertamig (OM336) is a clinical-stage BCMAxCD3 T cell engager designed to enable rapid and deep plasma and B-cell depletion"
Orphan Drug Designation regulatory
"Gamgertamig has been granted both Fast Track and Orphan Drug Designation by the U.S. FDA for the treatment of AIHA and ITP"
Orphan drug designation is a special status given to medicines developed to treat rare diseases affecting only a small number of people. This status often provides benefits like faster approval processes and financial incentives, making it more attractive for companies to develop these drugs. For investors, it signals potential for exclusive market rights and reduced competition, which can impact the drug’s profitability.
Fast Track Designation regulatory
"It has been granted both Orphan Drug Designation and Fast Track Designation by the U.S. Food and Drug Administration"
A "fast track designation" is a process that speeds up the review and approval of a product or project, allowing it to reach the market or be completed more quickly than usual. For investors, it can signal that a product may become available sooner, potentially leading to earlier revenue or benefits, and indicating a priority status that might influence company performance and market opportunities.
Option, License and Collaboration Agreement regulatory
"Option, License and Collaboration Agreement OLCA between Galapagos and Gilead entered into in 2019"
immune reset therapeutics medical
"Ouro Medicines is a clinical stage biotechnology company dedicated to developing immune reset therapeutics for people living with chronic immune-mediated diseases"
 
 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM 6-K

 

 

REPORT OF FOREIGN PRIVATE ISSUER

PURSUANT TO RULE 13a-16 OR 15d-16

UNDER THE SECURITIES EXCHANGE ACT OF 1934

For the month of March 2026

Commission File Number: 001-37384

 

 

GALAPAGOS NV

(Translation of registrant’s name into English)

 

 

Generaal De Wittelaan L11 A3 2800 Mechelen, Belgium

(Address of principal executive office)

 

 

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

Form 20-F ☒ Form 40-F ☐

The information contained in this Report on Form 6-K, including Exhibit 99.1, except for the quotes of Henry Gosebruch, Jaideep Dudani, and Andrew Dickinson included in Exhibit 99.1, is hereby incorporated by reference into the Company’s Registration Statements on Form S-8 (File Nos. 333-204567, 333-208697, 333-211834, 333-215783, 333- 218160, 333-225263, 333-231765, 333-249416, 333-260500, 333-268756, 333-275886, 333-283361, and 333-292050).

 

 
 


On March 31, 2026, the Registrant issued a press release and corporate presentation, copies of which are attached hereto as Exhibits 99.1 and Exhibits 99.2, respectively, and are incorporated herein by reference.

The information contained in Exhibit 99.2 to this Form 6-K is intended to be furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such filing.

 

Exhibit

  

Description

99.1    Press Release, dated March 31, 2026
99.2    Corporate Presentation, titled “Galapagos and Gilead Enter into Binding Agreement to Collaborate on Advancing First in Class  T Cell Engager Program for Autoimmune Diseases,” dated March 31, 2026


SIGNATURES

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, thereunto duly authorized.

 

     

GALAPAGOS NV

      (Registrant)
Date: March 31, 2026      

/s/ Annelies Denecker

      Annelies Denecker
      Company Secretary

Exhibit 99.1

Galapagos and Gilead Enter into Binding Agreement to Collaborate on Advancing First in Class T Cell Engager Program for Autoimmune Diseases

New collaboration structure achieves meaningfully improved financial terms and flexibility for Galapagos

Following this transaction, the Company will continue to have a majority of its cash remaining for additional strategic transactions and other capital allocation priorities

Opportunity to develop a potential first-in-class & best-in-class T cell engager in autoimmune diseases with gamgertamig

Management to host conference call today, March 31, 2026, at 14:00 CET / 8:00 am ET

Mechelen, Belgium; March 31, 2026, 7.30 CET; regulated information – Announcement in application of Article 7:97, §4/1 of the BCCA — Galapagos NV (Euronext & NASDAQ: GLPG) (“Galapagos” or the “Company”) today announced that it has entered into a binding agreement (the “Framework Agreement”) with Gilead Sciences, Inc. (“Gilead”) in connection with Gilead’s definitive agreement to acquire all of the outstanding equity interests of US-based Ouro Medicines, LLC (“Ouro”), a privately held biotechnology company focused on developing T cell engager therapies for autoimmune diseases.

Gamgertamig (OM336) is a clinical-stage BCMAxCD3 T cell engager designed to enable rapid and deep plasma and B-cell depletion following a short duration, subcutaneously administered treatment course. In ongoing Phase 1/2 clinical studies, gamgertamig has demonstrated transformative efficacy and a differentiated safety profile after a single treatment cycle in severe antibody-mediated orphan diseases, including autoimmune hemolytic anemia (AIHA) and immune thrombocytopenia (ITP). Gamgertamig has been granted both Fast Track and Orphan Drug Designation by the U.S. FDA for the treatment of AIHA and ITP and is expected to enter registrational studies as early as 2027.

BCMA-targeted T cell engagers are being investigated as a precision approach for severe inflammatory and autoimmune diseases by eliminating pathogenic B cells and plasma cells. By redirecting a patient’s own T cells toward BCMA-expressing plasma cells, clinical data suggest these agents can reduce inflammation, improve organ-level disease, and in some cases enable durable, drug-free remission without ongoing immunosuppression.

“Today marks an important milestone in the transformation of Galapagos as we are executing on our strategy,” said Henry Gosebruch, Chief Executive Officer of Galapagos. “This collaboration brings a clinically meaningful, high-potential asset into our portfolio, while preserving the majority of our cash for future opportunities. Additionally, the risk-adjusted potential financial return from this collaboration is attractive and leverages our partner’s capabilities. We are pleased to have a cash pool of $500 million that provides greater standalone flexibility, enabling additional strategic transactions and supporting a possible return of up to $150 million capital to shareholders.”

Gosebruch continued, “We look forward to welcoming the talented and accomplished Ouro Medicines team to Galapagos and sharing several value enhancing catalysts this year for gamgertamig, as we further advance this potential first-in-class, best-in-class program for patients in indications with high unmet medical need.”

 

1


“From the outset, we saw the potential for gamgertamig to redefine the standard of care for immune-mediated diseases,” said Jaideep Dudani, PhD, Co-Founder and Chief Executive Officer of Ouro Medicines. “Since then, we’ve taken meaningful steps to advance that vision, with multiple trials now underway. With support from Gilead and Galapagos, we can build on the strong early foundation—leveraging its proven track record in late-stage development, launch, and commercialization to accelerate our programs and help deliver on the promise gamgertamig holds for patients with immune-mediated diseases, following our initial collaboration with Keymed Biosciences.”

“We are excited about partnering with Galapagos to maintain the momentum that has been generated by the nimble and agile biotech approach to rapidly advance gamgertamig, while leveraging our global commercial capabilities,” said Andrew Dickinson, Chief Financial Officer of Gilead.

Terms of the Framework Agreement with Gilead

On March 23, 2026, Gilead announced that it had entered into a definitive agreement to acquire all of the outstanding equity interests of Ouro for a total upfront cash consideration of $1.675 billion, subject to customary adjustments, and up to $500 million in contingent milestone payments (the “Acquisition”). In connection with the Acquisition, the Company has entered into the Framework Agreement with Gilead, which comprises the following components:

 

  i.

relief under the Option, License and Collaboration Agreement dated July 14, 2019 between the Company and Gilead (the “OLCA”), to enable the Company to deploy at least $500 million of its available cash independently from Gilead and outside the scope of the OLCA and the Ouro transaction, including up to $150 million for share buybacks (the “OLCA Waiver”);

 

  ii.

a binding term sheet granting the Company licenses to certain intellectual property rights relating to Ouro’s research programs, including Ouro’s lead program of gamgertamig for development purposes, and to the BCMAxCD19xCD3 T cell engager program and other preclinical programs for development and commercialization purposes (the “Licensing Term Sheet”); and

 

  iii.

a binding term sheet pursuant to which the Company would acquire substantially all Ouro’s operational assets in connection with the Acquisition, including facilities and personnel, such that the Company would obtain an operating business (the “Asset Acquisition Term Sheet”).

The Framework Agreement will only come into effect as from the completion of the Acquisition. The parties have agreed to enter into a collaboration agreement consistent with the terms of the binding term sheet.

Financial details of the Framework Agreement

Under the Framework Agreement, the Company’s share of the total consideration for the Acquisition amounts to 50% of the upfront consideration of $1.675 billion and 50% of any contingent milestone payments, which also includes the consideration under the Asset Acquisition Term Sheet.

Under the Licensing Term Sheet, the Company is required to fund its share of payments owed to KeyMed Biosciences Chengdu Co., Ltd (“KeyMed”) under the head license agreement between KeyMed and Ouro (the “KeyMed Agreement”), comprising 25% of the milestone payments and 50% of the royalty payments that become due to KeyMed with respect to gamgertamig products. The Company will also bear all costs of development prior to registrational studies for gamgertamig pursuant to agreed-upon research plans and budgets, including Ouro’s current clinical trials, while costs of registration-enabling clinical development would be shared equally between the parties, with execution leadership divided by indication.

 

2


Galapagos is also eligible for up to $100 million milestones payments upon Gilead’s initiation of the first registrational trials for gamgertamig in certain other indications.

Gilead will be responsible for commercialization, including all related costs, globally outside of Keymed’s territories. Upon commercialization, Gilead will pay the Company tiered royalties between 20-23% on net sales of gamgertamig.

In addition, Galapagos will gain a preclinical portfolio of three additional autoimmune focused programs originally from Ouro, on which Gilead has the option to opt into a 50/50 profit split post clinical proof-of-concept for $75 million per program.

The OLCA Waiver allows the Company to spend $500 million of cash (and any additional cash generated from that amount) to acquire or develop research programs independently from Gilead and not subject to Gilead’s rights under the OLCA. In addition, the Company can elect to use up to $150 million of that $500 million for potential share repurchases, dividend payments and other distributions of Company’s capital stock, subject to certain limitations.

Related party procedure

Gilead, the counterparty to the Framework Agreement, is a related party to the Company within the meaning of IAS 24. As of December 31, 2025, Gilead Therapeutics A1 Unlimited Company, an indirect wholly-owned subsidiary of Gilead, owned 25.35% of the Company’s shares. Therefore, the Transaction has been subject to the procedure set out in Article 7:97 of the Belgian Code of Companies and Associations (“BCCA”).

A committee of three independent members of Galapagos’ Board of Directors (the “Committee”) has reviewed the terms and conditions of the Framework Agreement in accordance with the provisions of Article 7:97 of the BCCA and has issued a written, reasoned advice to the Board of Directors. In its advice, the Committee concluded that: “Having regard to the foregoing considerations, the Committee is of the view that the Transaction is not manifestly unlawful in nature and that it is unlikely that the Transaction would result in disadvantages to the Company that are not outweighed by benefits to the Company. The Committee therefore advises favorably on the Transaction.” The Board of Directors has, in its decision-making, not deviated from the conclusion of the Committee.

The Company’s statutory auditor has carried out its assessment in accordance with Article 7:97, §4 of the BCCA, the conclusion of which reads as follows: “Based on our review, nothing has come to our attention that causes us to believe that the financial and accounting data reported in the advice of the Committee of independent directors dated on March 30, 2026 and in the minutes of the Board of Directors dated on March 30, 2026, which justify the proposed transaction, are not consistent, in all material respects, compared to the information we possess in the context of our mission. Our mission is solely executed for the purposes described in article 7:97 CCA and therefore our report may not be used for any other purpose.

Advisors

Morgan Stanley & Co., LLC is acting as financial advisor to Galapagos. Paul, Weiss, Rifkind, Wharton & Garrison LLP and Linklaters LLP are serving as legal counsel to Galapagos. The Committee has been assisted by MTS Health Partners, L.P. as independent financial expert to the Committee in connection with the Transaction.

 

3


Conference call and webcast presentation:

We will host a conference call and webcast presentation today, March 31, 2026, at 14:00 CET / 8:00 am ET. To participate in the conference call, please register in advance using this link. Dial-in numbers will be provided upon registration. The conference call can be accessed 10 minutes prior to the start of the call by using the conference access information provided in the email received after registration, or by selecting the “call me” feature. The live webcast is available on www.glpg.com or via the following link. The archived webcast will be available for replay shortly after the close of the call on the investor section of the website.

About gamgertamig

Gamgertamig (OM336) is an investigational BCMAxCD3 bispecific T-cell engager for the treatment of autoantibody driven autoimmune diseases. It has been granted both Orphan Drug Designation and Fast Track Designation by the U.S. Food and Drug Administration for the treatment of autoimmune hemolytic anemia and immune thrombocytopenia purpura. The program is currently under an open Investigational New Drug (IND) in the U.S. and is expected to enter registrational studies in 2027. Gamgertamig is in-licensed by Ouro Medicines from Keymed Biosciences, which owns the rights to develop the program in Greater China.

About Galapagos

Galapagos is a biotechnology company built to bring meaningful medicines to patients with serious diseases in therapeutic areas of unmet need. The Company combines world-class deal making expertise with capital to identify, acquire, and advance promising opportunities that have the potential to drive value for patients and shareholders. Applying a modality-agnostic asset selection approach and operational flexibility, Galapagos prioritizes oncology and immunology & inflammation programs with clear clinical proof-of-concept in emerging areas. For more information, visit www.glpg.com or follow us on LinkedIn or X.

About Ouro Medicines

Ouro Medicines is a clinical stage biotechnology company dedicated to developing immune reset therapeutics for people living with chronic immune-mediated diseases. Ouro’s approach is focused on leveraging T cell engagers in B cell-mediated diseases to achieve immune resets that create durable remissions without ongoing immunosuppression. Based in San Francisco and launched in 2025, Ouro was founded by Monograph Capital in partnership with GSK. Ouro is also backed by leading investors TPG, NEA and Norwest. For more information visit www.ouromedicines.com or follow us on LinkedIn.

About Gilead Sciences

Gilead Sciences, Inc. is a biopharmaceutical company that has pursued and achieved breakthroughs in medicine for more than three decades, with the goal of creating a healthier world for all people. The company is committed to advancing innovative medicines to prevent and treat life-threatening diseases, including HIV, viral hepatitis, COVID-19, cancer, and inflammation. Gilead operates in more than 35 countries worldwide, with headquarters in Foster City, Calif.

 

4


For further information, contact Galapagos:

Investor Relations & Media

Sherri Spear

+1 412 522 6418

sherri.spear@glpg.com

Forward-looking statements

This press release contains forward-looking statements, all of which involve certain risks and uncertainties. These statements are often, but are not always, made through the use of words or phrases such as “believe,” “anticipate,” “expect,” “intend,” “plan,” “seek,” “upcoming,” “future,” “estimate,” “may,” “will,” “could,” “would,” “potential,” “forward,” “goal,” “next,” “continue,” “should,” “encouraging,” “aim,” “progress,” “remain,’ “explore,” “further” as well as similar expressions. These statements include, but are not limited to, statements regarding our business development strategy, including the collaboration arrangements between Galapagos and Gilead, and the final terms and expected benefits of such opportunities and collaboration; statements regarding the potential acquisition by Gilead of Ouro Medicines; and statements relating to the expected benefits and potential of gamgertamig and BCMA-targeted T cell engagers; statements regarding the potential attributes and benefits of our product candidates, statements regarding our commercialization efforts for our product candidates and any of our future approved products, if any. Galapagos cautions the reader that forward-looking statements are based on our management’s current expectations and beliefs and are not guarantees of future performance. Forward-looking statements may involve known and unknown risks, uncertainties and other factors which might cause actual events, financial condition and liquidity, performance or achievements, or the industry in which we operate, to be materially different from any historic or future results, financial conditions, performance or achievements expressed or implied by such forward-looking statements. In addition, even if our results, performance, financial condition and liquidity, and the development of the industry in which it operates are consistent with such forward-looking statements, they may not be predictive of results or developments in future periods. Such risks include, but are not limited to, the risk that the potential acquisition by Gilead of Ouro Medicines is not consummated in the expected timing and terms, or at all; the risk that our collaboration with Gilead is not consummated in the expected timing or at all (including as a result of our related party procedures and our ability to satisfy legal and regulatory requirements), or if consummated, the risk that we are not able to realize the benefits of such collaboration; the risk that final terms of such collaboration materially deviate from those described in this press release; the risk that our financial estimates may be incorrect (including because one or more of its assumptions underlying our revenue or expense expectations may not be realized); the risk that we will not be able to execute on our currently contemplated business plan or strategy and/or will revise our business plan or strategy; risks related to our ability to successfully identify, pursue and consummate new transformational business development transactions, including our ability to identify product candidates that will have commercial success and/or be profitable; the risk that the commercial potential of OM336 (gamgertamig) proves to be inaccurate; the impact of this press release on our business relationships, employee retention and hiring, and stock price; the inherent risks and uncertainties associated with competitive developments, clinical trials, recruitment of patients, product development activities and regulatory approval requirements; risks related to our reliance on collaborations with third parties (including, but not limited to, our collaboration partner Gilead); and the risk that our estimates regarding the commercial potential of our product candidates (if approved) or expectations regarding the costs and revenues associated with the commercialization rights may be inaccurate. A further list and description of these risks, uncertainties and other risks can be found in our filings and reports with the Securities and Exchange Commission (SEC), including in our most recent annual report on Form 20-F filed with the SEC and our subsequent filings and reports filed with the SEC. Given these risks and uncertainties, the reader is advised not to place any undue reliance on such forward-looking statements. In addition, even if the result of our operations, financial condition and liquidity, or

 

5


the industry in which we operate, are consistent with such forward-looking statements, they may not be predictive of results, performance or achievements in future periods. These forward-looking statements speak only as of the date of publication of this release. We expressly disclaim any obligation to update any such forward-looking statements in this release to reflect any change in our expectations or any change in events, conditions or circumstances, unless specifically required by law or regulation.

 

6

Exhibit 99.2 Galapagos and Gilead Enter into Binding Agreement to Collaborate on Advancing First in Class T Cell Engager Program for Autoimmune Diseases Conference Call March 31, 2026


Forward-Looking Statements This presentation contains forward-looking statements, all of which involve certain risks and uncertainties. These statements are often, but are not always, made through the use of words or phrases such as “believe,” “anticipate,” “expect,” “intend,” “plan,” “seek,” “upcoming,” “future,” “estimate,” “may,” “will,” “could,” “would,” “potential,” “forward,” “goal,” “next,” “continue,” “should,” “encouraging,” “aim,” “progress,” “remain,’ “explore,” “further” as well as similar expressions. These statements include, but are not limited to, statements regarding our business development strategy, including the collaboration agreement between us and Gilead, and the expected benefits of such collaboration; statements regarding the proposed acquisition by Gilead of Ouro Medicines; and statements relating to the expected benefits and potential of gamgertamig and BCMA-targeted T cell engagers; statements regarding the potential attributes and benefits of our product candidates, statements regarding our commercialization efforts for our product candidates and any of our future approved products, if any. Galapagos cautions the reader that forward-looking statements are based on our management’s current expectations and beliefs and are not guarantees of future performance. Forward-looking statements may involve known and unknown risks, uncertainties and other factors which might cause actual events, financial condition and liquidity, performance or achievements, or the industry in which we operate, to be materially different from any historic or future results, financial conditions, performance or achievements expressed or implied by such forward-looking statements. In addition, even if our results, performance, financial condition and liquidity, and the development of the industry in which it operates are consistent with such forward-looking statements, they may not be predictive of results or developments in future periods. Such risks include, but are not limited to, the risk that the potential acquisition by Gilead of Ouro Medicines is not consummated in the expected timing and terms, or at all; the risk that we are not able to realize the benefits of our collaboration with Gilead the risk that our financial estimates may be incorrect (including because one or more of its assumptions underlying our revenue or expense expectations may not be realized); the risk that we will not be able to execute on our currently contemplated business plan or strategy and/or will revise our business plan or strategy; risks related to our ability to successfully identify, pursue and consummate new transformational business development transactions, including our ability to identify product candidates that will have commercial success and/or be profitable; the risk that the commercial potential of OM336 (gamgertamig) proves to be inaccurate; the impact of this press release on our business relationships, employee retention and hiring, and stock price; the inherent risks and uncertainties associated with competitive developments, clinical trials, recruitment of patients, product development activities and regulatory approval requirements; risks related to our reliance on collaborations with third parties (including, but not limited to, our collaboration partner Gilead); and the risk that our estimates regarding the commercial potential of our product candidates (if approved) or expectations regarding the costs and revenues associated with the commercialization rights may be inaccurate. A further list and description of these risks, uncertainties and other risks can be found in our filings and reports with the Securities and Exchange Commission (SEC), including in our most recent annual report on Form 20‐F filed with the SEC and our subsequent filings and reports filed with the SEC. Given these risks and uncertainties, the reader is advised not to place any undue reliance on such forward-looking statements. In addition, even if the result of our operations, financial condition and liquidity, or the industry in which we operate, are consistent with such forward-looking statements, they may not be predictive of results, performance or achievements in future periods. These forward-looking statements speak only as of the date of publication of this release. We expressly disclaim any obligation to update any such forward-looking statements in this release to reflect any change in our expectations or any change in events, conditions or circumstances, unless specifically required by law or regulation.


Q3 Results 2020 Galapagos Participants Henry Gosebruch Aaron Cox Eric Hedrick, MD Chief Executive Officer and Chief Financial Officer Head of Clinical Evaluation Executive Director Dan Grossman, PhD Sherri Spear Sooin Kwon Chief Business Officer Chief Strategy Officer Head of Investor Relations | 3


Galapagos and Gilead Collaboration Agreement A strategic collaboration to advance Ouro’s pipeline, with a new structure delivering improved Galapagos financial terms & flexibility • Galapagos and Gilead will partner on a strategic collaboration related to the acquisition of Ouro Medicines • The collaboration centers on gamgertamig, a BCMAxCD3 T-cell engager for autoimmune diseases, with multi-$B revenue potential, currently in Phase 1b dose-ranging studies and expected to enter registrational studies as early as 2027 • Galapagos and Gilead will split upfront $1.675B and milestone payments up to $500M equally between the two companies • Galapagos and Gilead will collaborate on development of gamgertamig, with Galapagos responsible for development costs through initiation of registrational studies, after which development costs will be shared equally. 1 Galapagos is eligible for up to $100M in development milestones for certain other indications • Galapagos will gain a preclinical portfolio of three additional autoimmune focused programs originally from Ouro, with an opt-in for Gilead for a 50/50 profit split at proof-of-concept for $75 million per program. 2 • Gilead will retain sole worldwide commercialization rights and pay all related costs outside of Greater China , and Galapagos will receive royalties of 20%–23%. 3 • The proposed arrangements will amend the existing collaboration terms with Gilead to designate an additional $500 million of Galapagos’ cash available for R&D or strategic transactions outside of Gilead partnerships, including up to $150 million for potential return of capital 1. Certain indications other than autoimmune hemolytic anemia (AIHA), immune thrombocytopenia purpura (ITP) and pemphigus vulgaris (PV) 2. “Greater China” refers to territories in which Keymed retains commercialization rights 3. Option, License and Collaboration Agreement OLCA between Galapagos and Gilead entered into in 2019


A Major Step Forward in Our Transformation Formalized collaboration with Gilead on gamgertamig and other Ouro programs Compelling Attractive Enhanced strategic rationale financial terms future flexibility • Brings a potential first and best-in-• Eligible for significant milestones and • Majority of Galapagos cash remains class asset with a differentiated royalties from Gilead available for future opportunities, profile in a range of high-unmet need beyond Ouro • Attractive risk-adjusted return on disease states investment • $500 million cash available for R&D • Meaningfully de-risked asset or strategic transactions • Potentially significantly higher Gilead expected to enter registrational independent of Gilead contribution ($1B+) versus legacy studies in orphan indications as early OLCA• Includes $150 million available for as 2027 potential capital return to • Operational de-risking with Gilead’s 1 • Brings proven drug development shareholders late-stage development and team to strengthen Galapagos commercial expertise capabilities • Adds attractive early pipeline beyond gamgertamig, with Gilead opt-in for 50/50 profit split post PoC In summary: A transaction that meets our strategic and financial criteria OLCA: Option, License and Collaboration Agreement, PoC: proof-of-concept 1. Capital return not committed at this time, subject to restrictions including shareholder approval and availability of distributable reserves


Path to a Groundbreaking Opportunity Most attractive opportunity to date, from a rich and robust BD funnel Flow of new opportunities (last 6 months) Pre-Summer 2025 Fall 2025 Jan 2026 Pre-existing management Three-way confidentiality First engagement & relationships agreement signed review of confidential info Identification / Triaging (300+) Jan 2026 Feb 2026 Mar 2026 Pre-CDA Review (75-100) Initial Galapagos-Gilead First Galapagos acquisition offer, Flip to Gilead as acquirer, negotiations Ouro launches sales process Galapagos to contribute 50% Confidential Review (25-30) Due Diligence Mar 23, 2026 Mar 31, 2026 Q2 2026 Gilead announces Ouro Galapagos and Gilead confirm Expected closing of acquisition acquisition, with intent to collaboration agreement and start of collaboration partner with Galapagos BD: business development, CDA: Confidential Disclosure Agreement


Agreement Meets Our Strategic Objectives Focus on Immunology & Oncology therapeutic areas Seek clinically meaningfully de-risked opportunities Leverage Gilead capabilities to create outsized value Find long-term, value-accretive strategic transactions Bring growth-enabling capabilities into Galapagos Opens door to future strategic transactions independent of Gilead Unlock opportunity for potential return of capital to shareholders Conserve majority of our capital for future opportunities | 7


Gamgertamig Represents a Potential First-in-Class, Best-in- Class Immune Reset Therapy Pipeline-in-a- Best-in-class Compelling First-in-class product opportunity clinical data advantage • Superior potency • >60 patients with • Expect completion of • Initial focus on AIHA, compared to other autoimmune diseases dose ranging in 2026 ITP, PV BCMA TCEs treated to date, across 5 • Poised for initiation of • >20 autoimmune indications • SQ administration registrational studies diseases driven by tested in all clinical • Clinical PoC achieved as early as 2027 pathogenic B cells and studies plasma cells − Durable complete • Fast Track and Orphan remissions • Detuned CD3: Drug Designation in − Minimal CRS Significantly lower the U.S. for AIHA and − Consistent cytokine release vs ITP profile across other BCMA-directed indications and TCEs therapeutic areas Galapagos reviewed data over 60 patients across studies and expect steady flow of clinical data release throughout 2026 AIHA: autoimmune hemolytic anemia, CRS: cytokine release syndrome, ICAN: , immune effector cell-associated neurotoxicity syndrome, ITP: immune thrombocytopenia purpura, PoC: proof-of-concept, PV: pemphigus vulgaris, SQ: subcutaneous, TCE: T cell engager.


Autoreactive B Cells and Plasma Cells Contribute to Autoimmune Disease Pathogenesis: Implications for Immune Reset Therapies Source: Ouro company material. GM-CSF: granulocyte-macrophage colony-stimulating factor, IL-6: interleukin 6, NK: natural killer cell, TNF: tumor necrosis factor


BCMA is Expressed in All Autoreactive Immune Cell Populations Plasma Cells Source: Kuter, David et al., Blood Reviews, 2026 IgG: immunoglobulin G, IgM: immunoglobulin M


Gamgertamig: a BCMAxCD3 Bispecific Antibody Optimized for B Cell and Plasma Cell Depletion with Low CRS Risk Source: Ouro Medicines, data on file CRS: cytokine release syndrome, d: days, IL6: interleukin 6


Robust Body of Clinical Studies Across Indications Study Site(s) Indication Sponsor AIHA IST (completed) Tianjin, China AIHA IST ITP IST (completed) Tianjin, China ITP IST PV/PF IST (completed) Shandong, China PV/PF IST Keymed AIC Ph1/2 China AIHA, ITP, CAD Keymed Ouro AIC Ph1b Australia, US AIHA, ITP, CAD Ouro Ouro SAI Ph1b Australia, New Zealand, Czech Republic SjD and IIM Ouro Expect steady flow of clinical data release throughout 2026 Note: autoimmune indications only. Keymed programs ongoing in multiple myeloma (N=400+) and light chain amyloidosis (N=60). IST = Investigator-sponsored trial. AIC = Autoimmune cytopenia. SAI = Seropositive autoimmune disease. AIHA = Autoimmune hemolytic anemia. ITP = Immune thrombocytopenia purpura. CAD = Cold agglutinin disease. PV = Pemphigus vulgaris. PF = Pemphigus foliaceus. SjD = Sjögren’s disease. IIM = Idiopathic inflammatory myopathies.


AIHA: Deep B Cell and Plasma Cell Depletion, Rapid Onset, Durable Complete Remissions Gamgertamig AIHA IIS Pharmacodynamic effects Clinical efficacy data Treatment schedule Peripheral CD19+ B Cells Increase in hemoglobin Dosing Follow-up Week 0 2 4 8 52+ OM336 D ~+6 g/dL Off-therapy Demographics • Patients were highly R/R to several lines of therapies (e.g., GCs, CYC, CNI, RTX) • Both patients had failed CD19 CAR-T Bone Marrow CD138+ plasma cells Reduction in reticulocytes Off-therapy Study details • 5 injections delivered over 8w, higher dose (compared with doses currently being evaluated) • PE for pivotal trial is 6-month hemoglobin improvement of at least 2 g/dL Source: Zhang, Lele, et al. BCMA-Targeted T-Cell Engager for Autoimmune Hemolytic Anemia after CD19 CAR T-Cell Therapy. New England Journal of Medicine 392.22 (2025): 2282-2284. AIHA: autoimmune hemolytic anemia, CYC: cyclosporin, CNI: calcineurin inhibitors, CRS: cytokine release syndrome, GC: glucocorticoids, ICANS, immune effector cell-associated neurotoxicity syndrome, ISS: investigator sponsored studies, PE: primary endpoint, RTX: rituximab


ITP: Durable Complete Remission, Minimal CRS with Current Dosing Schedules (Ouro-Sponsored Study)l Gamgertamig AIC – Ouro sponsored Pharmacodynamics Clinical efficacy Treatment Schedule Peripheral B cells (n = 3) Platelet counts (n = 3) Dosing Follow-up 400 500 Week 0 1 2 3 52 OM336 400 Gamgertamig 300 Dose expansion DL4 (n = 3) DL4 (n ~0-5) 300 Dose expansion 200 ~20x fold DL3 (n = 3) Normal range DL3 (n ~0-5) dose range 200 9 Dose expansion CR ≥100 x10 DL2 (n = 3) 100 DL2 (n ~0-5) 9 100 PR ≥50 x10 Dose expansion LLOQ Illustrative competitive benchmark DL1 (n = 3) DL1 (n = 5) 0 0 0 50 100 150 Completed Enrolling Pending 0 50 100 150 Day Day Population: AIHA (wAIHA/CAD), ITP, and APS Gamgertamig dose x4 Days 1-22 Sample size: N = 12-32 total patients (includes expansion arms) Key I/E criteria: Failed 2L tx, Hb ≤10 g/dL (AIHA), platelet <30,000/μL (ITP) Rapid and deep depletion of peripheral Rapid normalization of platelet levels in first PE for pivotal trial is platelet response cohort of patients, without CRS or ICANS CD19+ B cells 9 (>50x10 /L) at 6-months AIC: autoimmune cytopenia, (w)AIHA: warm autoimmune hemolytic anemia, APS: Antiphospholipid Syndrome, CAD: cold Agglutinin Disease, CRS: cytokine release syndrome, DL: dose level, GC: glucocorticoids, ICANS, immune effector cell-associated neurotoxicity syndrome, ITP: immune thrombocytopenia purpura, PE: primary endpoint, RTX: rituximab B cells (cells/uL) 9 Platelet count (x10 /L)


Gamgertamig has Potential to Address at Least 20 Diseases Driven by Pathogenic B Cells and/or Plasma Cells Potential to achieve PoC across multiple indications with modest investment Autoimmune diseases driven by pathogenic B and plasma cells Heme Derm Neuro Renal Rheum AIHA SjD BP MG IgAN ITP IIM PV CIDP PMN APS RA NMOSD AMR DM FNAIT SLE CLE MS DSAs Initial focus Ongoing Phase 1b basket study Clinical data with BCMA TCE/CAR-T Non-exhaustive AIHA: Autoimmune Hemolytic Anemia, AMR: Antibody Mediated Rejection, APS: Antiphospholipid syndrome, BP: Bullous Pemphigoid, CIDP: Chronic Inflammatory Demyelinating Polyneuropathy, CLE: Cutaneous lupus erythematosus, DM: dermatomyositis, DSAs: Donor Specific Antibodies in Transplant Desensitization, FNAIT: Fetal and Neonatal Alloimmune Thrombocytopenia, IIM: Idiopathic Inflammatory Myopathy, IgAN: IgA Nephropathy, ITP: Immune Thrombocytopenia, MG: Myasthenia Gravis, MS: Multiple Sclerosis, NMOSD: Neuromyelitis Optica Spectrum Disorder, PMN: Primary Membranous Nephropathy, PV: Pemphigus Vulgaris, RA: Rheumatoid Arthritis, SjD: Sjogren’s Disease, SLE: systemic lupus erythematosus


Ouro Royalties Add Optionality to Robust Balance Sheet Transitioning to Clinical Stage Biotech Company • Addition of clinical team adds drug development capabilities Ouro Portfolio • Gamgertamig is a highly differentiated asset with meaningful near-term value-creating catalysts and potential for attractive future milestones and royalty stream Cash Balance &• Majority of cash remaining post Ouro transaction and anticipated development costs Interest Income• Cash balance generates meaningful investment income Jyseleca®• Expect to receive approximately €15 - €20M combined annually from Gilead and Alfasigma Income Stream (€18M in 2025) into the 2030s with potential upside Expected Tax • Approximately €20-35M of expected cash refunds per year over the next three years, with Credit Receivables additional opportunities for credits beyond three years • Book value of investments/loan ~€68M Legacy Investments • Investments in Third Arc, Frontier, Onco3R, and other private and non-listed companies • State-of-the art office/lab building completed in 2022 Leiden, NL – Finch Real Estate • Investment to buildout in excess of €70M


Agreement Releases Cash for Future Strategic Deployment A meaningful step forward in our strategic flexibility $500M cash is exempted from the July 2019 10-year agreement with Gilead • $500M is separate from funds to be used for Ouro 1 $500M collaboration with Gilead • Fully available for use in future partnerships or transactions that are independent of Gilead, expanding our range of potential targets $150M • Up to $150M of the $500M can be used to fund return 2 of capital to shareholders 1. Funds to be used for Ouro collaboration include Galapagos’ share of upfront acquisition cost, contingent milestone payments to Ouro shareholders, and development costs of Ouro pipeline 2. Return of capital not committed at this time, subject to restrictions including shareholder approval and availability of distributable reserves


Agreement Meets Our Strategic Objectives Focus on Immunology & Oncology therapeutic areas Seek clinically meaningfully de-risked opportunities Leverage Gilead capabilities to create outsized value Find long-term, value-accretive strategic transactions Bring growth-enabling capabilities into Galapagos Opens door to future strategic transactions independent of Gilead Unlock opportunity for potential return of capital to shareholders Conserve majority of our capital for future opportunities | 18


Thank you Q&A

FAQ

What is the core of Galapagos (GLPG) and Gilead’s new collaboration?

Galapagos and Gilead agreed a binding framework to collaborate on gamgertamig and Ouro’s autoimmune portfolio. They will split Gilead’s $1.675 billion upfront and up to $500 million in milestones equally, co-develop gamgertamig, and share future economics, with Gilead leading commercialization outside Greater China.

How will Galapagos share the financial burden and rewards of the Ouro acquisition?

Galapagos’ share equals 50% of the $1.675 billion upfront payment and 50% of any contingent milestones up to $500 million. It funds gamgertamig development to registrational start, then splits costs, and receives up to $100 million in milestones plus tiered 20–23% royalties on net sales.

What is gamgertamig and why is it important for Galapagos (GLPG)?

Gamgertamig (OM336) is a BCMAxCD3 T cell engager for autoantibody-driven autoimmune diseases. It has shown transformative efficacy signals in Phase 1/2, holds Fast Track and Orphan Drug Designations in AIHA and ITP, and is expected to enter registrational studies as early as 2027.

How does the OLCA waiver change Galapagos’ financial flexibility?

The OLCA waiver allows Galapagos to deploy $500 million of cash, plus any returns on that amount, into programs independent of Gilead. Within this pool, up to $150 million may be used for potential share repurchases, dividends or other capital distributions, subject to limitations.

What additional pipeline assets does Galapagos gain from Ouro Medicines?

Beyond gamgertamig, Galapagos gains a preclinical portfolio of three autoimmune-focused programs that originated at Ouro. Gilead holds an option to opt into each program after clinical proof-of-concept for $75 million per program, in exchange for a 50/50 profit split.

Who will commercialize gamgertamig if it is approved?

Gilead will be responsible for commercialization and all related costs globally outside of Keymed’s Greater China territories. In return, Gilead will pay Galapagos tiered royalties between 20–23% on net sales of gamgertamig, layering on top of the shared upfront and milestone economics.

Filing Exhibits & Attachments

2 documents
Galapagos Nv

NASDAQ:GLPG

View GLPG Stock Overview

GLPG Rankings

GLPG Latest News

GLPG Latest SEC Filings

GLPG Stock Data

1.94B
49.19M
Biotechnology
Healthcare
Link
Belgium
Mechelen