Every 8-K that GALERA THERAPEUTICS INC (GRTX) 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 GRTX 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 GRTX filings page.
Galera Therapeutics, Inc. completed previously announced two-step mergers with Obsidian Therapeutics, Inc. and Gazelle Parent, Inc., making Galera and Legacy Obsidian wholly owned subsidiaries of Obsidian Therapeutics, Inc. (formerly Gazelle Parent, Inc.). The mergers are intended to qualify as a tax-free reorganization under Section 368(a) of the Internal Revenue Code.
At the effective time, Parent issued approximately 31,831,595 shares of Parent common stock to Legacy Obsidian securityholders, 730,057 shares to Galera securityholders and 29,165,559 shares to investors in a Concurrent PIPE Financing, resulting in 61,727,211 Parent shares outstanding. On a fully diluted basis, Legacy Obsidian holders own 51.6%, Galera holders 1.2% and PIPE investors 47.2% of the combined company’s common stock.
Galera stockholders of record as of July 31, 2026 will receive two non-transferable contingent value rights per Galera share, tied to 80% of potential future net proceeds from the Legacy Product over five years and 95% from a Supportive-Care Product Divestiture over ten years. Galera expects its common stock to cease trading on the OTCQB Market and intends to file Form 15 to terminate registration and suspend Exchange Act reporting. Pre-merger directors and key executive officers resigned, new officers were appointed, and Galera’s charter and bylaws were amended and restated in line with the merger agreement.
Galera Therapeutics, Inc. completed a Concurrent PIPE Financing on July 31, 2026, selling shares of its Series C Non-Voting Convertible Preferred Stock for aggregate gross proceeds of approximately $350.0 million. The securities were issued in private placements exempt from registration under Section 4(a)(2) of the Securities Act.
Galera reiterates that, under a previously signed Merger Agreement, it and Obsidian Therapeutics, Inc. are expected to complete their Mergers into a new parent structure on August 3, 2026, subject to customary closing conditions. As part of a Pre-Closing Distribution, each holder of Galera common stock as of the July 31, 2026 record date will receive two contingent value rights per share: one tied to tilarganine and one tied to GC4711 (rucosopasem) and GC4419 (avasopasem). Each CVR provides the right to certain net proceeds paid by Parent from future dispositions of those assets, less permitted deductions, with the distribution of CVRs expected on August 6, 2026.
Galera Therapeutics, Inc. implemented a one-for-two hundred (1:200) reverse stock split of its common stock, effective at 11:59 p.m. Eastern Time on July 12, 2026, through a Certificate of Amendment to its Restated Certificate of Incorporation.
The common stock began trading on the OTCQB Market on a split-adjusted basis on July 13, 2026 under the temporary ticker symbol “GRTXD”. The reverse split proportionately reduced shares available under the 2019 Equity Incentive Plan and 2023 Employment Inducement Award Plan and shares issuable upon exercise of outstanding stock options and warrants, with corresponding increases in exercise prices. No fractional shares are issued; instead, stockholders receive cash for fractional entitlements based on the pre-split closing price multiplied by two hundred.
Galera Therapeutics approved a one-for-two hundred reverse stock split of its common stock. Every 200 existing shares will automatically convert into one share at the effective time on July 12, 2026, with split-adjusted trading expected to begin on July 13, 2026.
No fractional shares will be issued; instead, stockholders will receive cash equal to the fractional share amount multiplied by the closing price on the last trading day before effectiveness. The split will proportionally reduce shares available under the 2019 Equity Incentive Plan and 2023 Employment Inducement Award Plan and the shares issuable upon exercise of outstanding stock options and warrants, while increasing their exercise prices proportionately.
Galera Therapeutics, Inc. converted all remaining shares of its Series B Non-Voting Convertible Preferred Stock into common stock on May 15, 2026. The company exchanged 42,839.11 Series B preferred shares for 42,839,103 shares of common stock under the existing Certificate of Designation.
No fractional common shares were issued; instead, holders will receive cash equal to the trading value of any fractional share amounts as of the close of business on the conversion date. After this mandatory conversion, no Series B preferred shares remain issued or outstanding, simplifying Galera’s capital structure to common stock only.
Galera Therapeutics, Inc. amended its charter to change its capital structure and shareholder rights. The company increased authorized common stock from 200 million shares to 400 million shares through a Certificate of Amendment filed on May 11, 2026, after stockholder approval at the May 8, 2026 annual meeting.
A second charter amendment filed on May 12, 2026 gives stockholders a right to act by written consent. On the same day, the board adopted Amended and Restated Bylaws that implement the written consent right and related procedures, aligning the bylaws with the new charter provisions.
Galera Therapeutics, Inc. reported the outcomes of its combined 2025 and 2026 annual meeting of stockholders held on May 8, 2026. Stockholders elected one Class III director and two Class I directors, ratified KPMG LLP as independent auditor for the year ending December 31, 2026, and approved the company’s executive compensation and an annual frequency for future Say-on-Pay votes.
Investors also approved several charter amendments. Authorized common shares will increase from 200 million to 400 million, giving the company more flexibility to issue stock. Stockholders granted the right to act by written consent and authorized the board to implement a reverse stock split at a ratio between 1-for-75 and 1-for-200 at a future time of the board’s choosing.
Galera Therapeutics entered a definitive all-stock merger agreement with Obsidian Therapeutics, under which both companies will become wholly owned subsidiaries of a new parent that plans to operate as Obsidian Therapeutics and list on Nasdaq as “OBX.” At closing, based on current estimates, Obsidian equityholders are expected to own about 53.2% of the combined company, existing Galera holders about 1.8%, and investors in a concurrent private placement about 45.0%, reflecting valuations of approximately $413.5 million for Obsidian and $13.8 million for Galera, assuming Galera net cash of $1.8 million.
The deal is supported by an oversubscribed $350.0 million PIPE financing in Galera Series C non-voting convertible preferred stock, which will convert into Galera common and then into parent common stock at the merger. The combined company’s cash, including PIPE proceeds, is expected to fund operations into the second half of 2028, covering key milestones for Obsidian’s lead TIL cell therapy OBX‑115, including Phase 1 NSCLC data in the first half of 2027 and topline melanoma data by year-end 2027.
Galera stockholders will also receive one contingent value right per Galera share, giving them rights to net proceeds from any monetization of Galera’s legacy small-molecule assets, including tilarganine and supportive-care candidates, and to future milestone payments under Galera’s October 2025 asset sale to Biossil.ai. The merger is subject to customary closing conditions, including stockholder approvals, effectiveness of a Form S‑4 registration statement, receipt of approximately $350 million in PIPE proceeds, continued Galera trading on the OTCQB and Nasdaq listing approval for the new parent’s stock.
Galera Therapeutics, Inc. converted 76,479.175 shares of its Series B Non-Voting Convertible Preferred Stock into 76,479,164 shares of common stock on April 7, 2026, under the existing Certificate of Designation. Fractional common shares will be settled in cash based on the trading value at the conversion date.
After this partial mandatory conversion, 42,839.11 shares of Series B Preferred Stock remain outstanding. On April 8, 2026, affiliates of Ikarian Capital, LLC exercised pre-funded warrants for 8,488,229 common shares at an exercise price of $0.001 per share, providing approximately $8,488.23 to the company, with warrants for an additional 14,552,811 common shares still outstanding.
Galera Therapeutics, Inc. has scheduled its Combined 2025 and 2026 Annual Meeting of Stockholders for May 8, 2026. Because this date is more than 60 days after the prior Annual Meeting held on February 24, 2025, the company is updating key stockholder proposal and nomination deadlines.
Stockholders seeking to nominate directors or present other business under the company’s Amended and Restated Bylaws must deliver notice to the secretary at the principal executive office by April 13, 2026. To use the universal proxy rules under Rule 14a-19, stockholders soliciting proxies for alternative nominees must also provide the required notice by April 13, 2026. The company will treat stockholder proposals received on or before April 13, 2026 as received a reasonable time before it prints and mails proxy materials for possible inclusion under Rule 14a-8.
Galera Therapeutics, Inc. amended the terms of its Series B Non-Voting Convertible Preferred Stock. The company’s board of directors now has the sole discretion to elect to convert, in whole or in part, outstanding shares of this preferred stock into common stock, using the Conversion Ratio defined in the original certificate of designation.
This change was approved both by the board and by unanimous written consent of the holders of the Series B Non-Voting Preferred Stock, and the amendment was filed with the Secretary of State of Delaware as a Certificate of Amendment.
Galera Therapeutics, Inc. entered into a letter agreement with Joel Sussman, its Chief Accounting Officer, Treasurer, Secretary, and a named executive officer, establishing retention-based cash bonus payments tied to timely completion and filing of certain company reporting obligations.
Under the agreement, Mr. Sussman may receive up to $250,000 in total retention bonuses. Any retention bonuses paid will reduce, on a dollar-for-dollar basis, any severance otherwise due to him under his existing employment agreement. If his employment is involuntarily terminated without cause, or he resigns for good reason, any unpaid retention bonus will be paid regardless of whether the original conditions are met.
Galera Therapeutics (GRTX) reported that Blackstone executed a notice of assignment acknowledging Galera’s assignment of the Amended and Restated Purchase and Sale Agreement to Biossil Inc. and agreeing to look solely to Biossil for all obligations of the “Seller” under that agreement.
This step follows Galera’s Asset Purchase and Sale Agreement under which it sold all of its dismutase mimetic assets, including avasopasem (GC4419) and rucosopasem (GC4711), to Biossil, with Biossil assuming liabilities related to those assets. The notice of assignment was executed after the transaction and is filed as Exhibit 10.1.
Galera Therapeutics (GRTX) agreed to sell its avasopasem (GC4419), rucosopasem (GC4711), and other dismutase mimetic assets to Biossil Inc. under an Asset Purchase and Sale Agreement, as amended.
The purchase price includes an upfront payment of $3,500,000 and potential future regulatory milestones, commercial milestones, and contingent value rights of up to $105,000,000 in aggregate. Biossil also agreed to assume all further rights and obligations of Galera under the Amended and Restated Purchase and Sale Agreement dated November 14, 2018, with Clarus IV Galera Royalty AIV, L.P., which is affiliated with Blackstone Life Sciences.
The agreement includes customary representations, warranties, and covenants, with certain confidentiality, indemnification, and payment provisions surviving closing. Galera plans to file the full agreement as an exhibit to its next Form 10-Q.