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Galera Therapeutics, Inc. SEC Filings

GRTX OTC Link

Welcome to our dedicated page for Galera Therapeutics SEC filings (Ticker: GRTX), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.

Galera Therapeutics filings document a clinical-stage oncology company’s material agreements, governance matters, capital structure and operating disclosures. The company’s SEC reports include 8-K events for asset transactions involving dismutase mimetics, amendments to preferred-stock terms, conversions of Series B Non-Voting Convertible Preferred Stock, pre-funded warrant exercises, and executive compensation arrangements.

Galera’s proxy and annual-meeting materials cover stockholder voting procedures, director nominations, governance requirements and related capital-structure disclosures. Its public-company records also identify GRTX common stock on the OTCQB Market and provide formal disclosure of financial results, reporting obligations, risk-related matters and corporate actions affecting the company’s oncology development business.

Rhea-AI Summary

Galera Therapeutics is holding a combined 2025–2026 virtual annual meeting on May 8, 2026 to elect directors, ratify its auditor, hold advisory say‑on‑pay votes, and approve several charter amendments.

Stockholders will vote on increasing authorized common stock from 200 million to 400 million shares, allowing action by written consent, and authorizing a reverse stock split at a ratio between 1:75 and 1:200. These changes are designed in part to support a planned all‑stock merger with Obsidian Therapeutics and a concurrent $350 million private placement that is expected to fund the combined company into the second half of 2028 and through key 2027 clinical milestones. As of April 10, 2026, Galera had 160,429,783 common shares outstanding and 39,373,206 shares reserved under options, RSUs and warrants.

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Galera Therapeutics and Obsidian Therapeutics entered a definitive all‑stock merger agreement to form a newly formed company expected to operate as Obsidian Therapeutics, Inc., and to apply to list on Nasdaq under the ticker OBX. The companies have secured commitments for an oversubscribed private placement expected to raise $350 million that is planned to close immediately prior to the merger.

The combined company’s cash and cash equivalents at closing, including the private placement, is anticipated to provide runway into the second half of 2028, supporting Obsidian’s lead product OBX‑115 through key clinical readouts: Phase 1 NSCLC data expected in H1 2027 and melanoma topline data by year‑end 2027. Under the merger terms, pre‑closing Galera stockholders (excluding private placement participants) are expected to own ~1.8% of the combined company, pre‑closing Obsidian stockholders ~53.2%, and private placement investors ~45.0%. The transaction is subject to customary closing conditions and stockholder approvals and is expected to close by Q3 2026.

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Galera Therapeutics announced a merger agreement with Obsidian Therapeutics concurrent with a committed $350M PIPE financing to advance OBX-115 development. The combined company will operate as Obsidian Therapeutics, with Madan Jagasia remaining CEO. Galera and the newly-formed company will file a registration statement on Form S-4 that will include a proxy statement and prospectus. The communication states the parties expect the transaction to close by Q3 2026 and directs investors to read the forthcoming Prospectus and SEC filings for details.

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Rhea-AI Summary

Galera Therapeutics and Obsidian Therapeutics announced a merger to take Obsidian public via a Nasdaq listing under the ticker OBX. The transaction includes a committed private placement of approximately $350M to support clinical milestones, and is expected to close by Q3 2026, subject to customary closing conditions.

The pre-closing ownership mix is described as approximately 53.2% for pre-closing Obsidian stockholders, 45.0% for private placement investors, and about 1.8% for pre-closing Galera stockholders, subject to adjustment based on Galera’s net cash immediately prior to closing. Obsidian’s executive team will continue to lead the combined company, which will operate under the name Obsidian Therapeutics.

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Galera Therapeutics, Inc. disclosed a proposed business combination with Obsidian Therapeutics and stated the parties and a newly-formed company will file a registration statement on Form S-4 that will include a proxy statement/information statement and prospectus relating to the proposed transaction.

The communication warns that the Prospectus and other SEC filings will contain important information, notes that Galera and Obsidian executives may be participants in the solicitation, and cautions that forward-looking statements about the merger, planned clinical activities, milestone payments and a concurrent private placement financing are subject to risks described in Galera’s annual report.

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Galera Therapeutics, Inc. entered into an Agreement and Plan of Merger with Obsidian Therapeutics and newly formed Parent (Gazelle Parent, Inc.) to combine the companies and create a Nasdaq-listed combined company. The transaction contemplates a $350.0 million Concurrent PIPE Financing, issuance of Parent common stock to Galera and Obsidian equityholders, and a Contingent Value Right (CVR) for Galera stockholders tied to proceeds from specified asset dispositions. At closing, pro forma ownership is expected to be approximately 53.2% pre-merger Obsidian equityholders, 45.0% PIPE Investors and 1.8% pre-merger Galera equityholders (assuming $350.0 million PIPE and a Galera valuation of $13.8 million). Closing is subject to stockholder approvals, Form S-4 effectiveness, listing on Nasdaq, receipt of PIPE proceeds and customary conditions. The Merger Agreement includes support and lock-up agreements, mutual representations and customary termination fees and covenants, and creates CVRs that may pay if specified proceeds are received.

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Rhea-AI Summary

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.

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Galera Therapeutics, Inc. has filed a preliminary proxy statement for a combined 2025 and 2026 Annual Meeting to be held virtually on May 8, 2026. The filing discloses management proposals including director elections, ratification of KPMG LLP as auditor, advisory say-on-pay items, and three charter amendments: (1) increase authorized common stock to 400,000,000 shares, (2) permit stockholder action by written consent, and (3) authorize a reverse stock split at a ratio between 1:75 and 1:200 to be effected at the Board’s discretion. The filing states 160,429,783 shares outstanding as of the April 10, 2026 record date and discloses 39,373,206 shares reserved for issuance and 10,599,059 options outstanding.

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Nancy T. Chang, a director of Galera Therapeutics, Inc., filed a Schedule 13D reporting beneficial ownership of 8,921,543 shares of common stock, representing about 5.9% of the company. Her position reflects shares bought in a December 2024 private placement, equity received in Galera’s acquisition of Nova Pharmaceuticals, and stock options.

In the December 2024 private placement, she purchased 7,644,932 shares at $0.0654 per share using personal funds, as part of a broader 44,111,260-share and pre-funded warrant financing. She also received Series B non-voting convertible preferred stock in the Nova merger, part of which was later mandatorily converted into 1,180,611 common shares. Her remaining stake includes 661.309 Series B preferred shares and an option for 96,000 common shares vesting over 36 months.

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Galera Therapeutics director-associated IRA converted preferred stock into common shares through a company-initiated action. On April 7, 2026, 5,336.87 shares of Series B Non-Voting Convertible Preferred Stock indirectly held for Michael Friedman were mandatorily converted into 5,336,870 shares of Common Stock based on a 1,000:1 Conversion Ratio. The securities are held by Equity Trust Company, Custodian FBO Michael Friedman Roth IRA, which now holds 5,336,870 common shares indirectly following the conversion.

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FAQ

How many Galera Therapeutics (GRTX) SEC filings are available on StockTitan?

StockTitan tracks 51 SEC filings for Galera Therapeutics (GRTX), including 10-K annual reports, 10-Q quarterly reports, 8-K current reports, and Form 4 insider trading disclosures. Each filing includes AI-generated summaries, impact scoring, and sentiment analysis.

When was the most recent SEC filing for Galera Therapeutics (GRTX)?

The most recent SEC filing for Galera Therapeutics (GRTX) was filed on April 20, 2026.