Welcome to our dedicated page for HilleVax SEC filings (Ticker: HLVX), 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.
Struggling to extract clinical trial milestones or cash-runway clues from a 200-page biotech filing? HilleVax’s SEC documents are packed with technical data on VLP vaccine research, partnership obligations, and milestone payments that can move the stock overnight.
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HilleVax's board recommends stockholders accept a tender offer from XOMA Royalty Corporation and its subsidiary to acquire all outstanding shares for $1.95 per share in cash plus one non-transferable contingent value right (CVR) per share. The $1.95 cash amount is based on an estimated Closing Net Cash equal to $102,950,000 as of August 4, 2025. The Schedule 14D-9 explains that HilleVax entered the transaction after exploring strategic alternatives following topline NEST-IN1 Phase 2b results, which missed the primary efficacy endpoint in infants and led the company to discontinue further infant development of HIL-214 while exploring adult development and other options. The board engaged Leerink Partners as financial advisor, solicited multiple indications of interest from strategic and financial parties, negotiated terms with Parent (XOMA) including CVR structures, and concluded the Offer, Merger Agreement and related documents are fair and advisable. The filing notes representations and warranties are qualified by a confidential disclosure schedule and that additional documents, including the Offer to Purchase, Merger Agreement and CVR Agreement, are available from the SEC and the company.
XOMA Royalty Corporation ("Parent") and wholly-owned subsidiary XRA 4 Corp. ("Merger Sub") have filed a Schedule TO-C announcing their intent to launch a third-party tender offer to acquire 100 % of the outstanding common shares of HilleVax, Inc. (HLVX). The offer will be effected pursuant to an Agreement and Plan of Merger dated 4 Aug 2025; however, no tender has yet commenced and no price, premium or timing details are disclosed in this preliminary communication.
When the offer begins, the Buyer Entities will file a full Schedule TO and HilleVax will respond with a Schedule 14D-9. Shareholders are advised to await those materials, which will be available free of charge on the SEC’s website. The filing reiterates standard forward-looking-statement cautions and lists numerous risks that could prevent closing, including regulatory approvals, competing bids and litigation.
HilleVax, Inc. (HLVX) – Form 4 filing dated 06/25/2025
Non-employee director Patrick J. Heron reported the receipt of 17,199 Restricted Stock Units (RSUs) on 06/23/2025 at a cost basis of $0.00. The award was made under the company’s Non-Employee Director Compensation Program.
- Vesting: 100% on the earlier of (i) 06/23/2026 or (ii) a Change in Control, subject to continued board service.
- Post-transaction direct holdings: 17,199 shares.
- Indirect holdings: 8,535,337 shares held through Frazier Life Sciences X, L.P., for which Mr. Heron shares voting and investment control.
No derivative securities were reported. The filing represents routine director equity compensation rather than open-market activity and does not involve the sale or disposal of shares.
HilleVax, Inc. (HLVX) filed a Form 4 disclosing that non-employee director Shelley Chu received 17,199 shares of common stock in the form of Restricted Stock Units (RSUs) on 23 June 2025. The RSUs were awarded under the company’s 2022 Incentive Award Plan as part of the Non-Employee Director Compensation Program. The filing shows the transaction was coded “A” (acquisition) at a price of $0.00, confirming it was a grant rather than an open-market purchase.
The RSUs will vest 100 % on the earlier of (i) the first anniversary of the grant date or (ii) a Change in Control, provided Dr. Chu remains on the board until the applicable vesting date. Following the grant, Dr. Chu’s total beneficial ownership stands at 17,199 shares, held directly. No derivative securities were reported, and there were no dispositions.
The filing is routine director equity compensation, adding a small amount of potential dilution but primarily aligning the director’s interests with shareholders. No cash consideration, purchase of shares, or sales were reported, and the filing contains no financial performance metrics or strategic commentary.
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