Iteos Therapeutics, Inc. SEC Filings

iTeos Therapeutics, Inc. filed post-effective amendments to withdraw and remove any unissued and unsold securities previously registered under multiple Form S-8 registration statements. The company states that on July 18, 2025 it entered into a Merger Agreement with Concentra Biosciences, LLC and its subsidiary Merger Sub, and that on August 29, 2025 Merger Sub was merged into iTeos with iTeos surviving as a wholly owned subsidiary of Parent. In the Merger each outstanding common share (with limited exceptions) converted into $10.047 in cash plus one non-transferable contractual contingent value right (CVR). As a result, all offerings under the listed registration statements were terminated and the registrant removed the unsold registered securities from registration.

iTeos Therapeutics, Inc. completed a merger and terminated pending equity offerings. The company entered into a Merger Agreement with Concentra Biosciences, LLC and its subsidiary, and on August 29, 2025 Merger Sub merged into iTeos with iTeos surviving as a wholly owned subsidiary of Parent. In the transaction each outstanding share (excluding treasury shares, shares held by Parent/Merger Sub, and shares subject to valid appraisal) was converted into $10.047 in cash per share plus one non-transferable contractual contingent value right (CVR) per share. As a result of the Merger, iTeos terminated its registered offerings and filed post-effective amendments to withdraw and remove any unsold securities previously registered under several Form S-8 registration statements.

iTeos Therapeutics completed a merger and withdrew its outstanding S-8 registration statements. The company entered into a Merger Agreement with Concentra Biosciences, LLC and on August 29, 2025 Merger Sub merged into iTeos, leaving iTeos as a wholly owned subsidiary of Parent. Each outstanding share of common stock (other than treasury shares, Parent/Merger Sub-owned shares and properly exercised appraisal shares) converted into $10.047 in cash plus one non-transferable contractual contingent value right (CVR). As a result of the Merger, iTeos terminated all offerings under the listed Registration Statements and filed post-effective amendments to remove any unissued and unsold securities and to terminate the effectiveness of those Registration Statements.

iTeos Therapeutics, Inc. has filed post-effective amendments to withdraw and remove all unissued and unsold securities previously registered under multiple Form S-8 registration statements for its 2019, 2020 equity plans.

Separately, the company entered into a Merger Agreement with Concentra Biosciences, LLC and completed a merger in which iTeos became a wholly owned subsidiary of Concentra. Each outstanding share (other than specified exclusions) was converted into $10.047 in cash per share plus one non-transferable contractual contingent value right. As a result of the Merger, the registrant terminated all offerings and removed the remaining registered but unsold plan securities from registration.

Nasdaq has submitted a Form 25 notifying the SEC of the removal of iTeos Therapeutics, Inc. (ITOS) from listing and/or registration on the Nasdaq Stock Market LLC. The filing identifies the issuer's principal office at 321 Arsenal Street, Watertown, Massachusetts and provides a contact phone number. The form states the Exchange and the issuer have complied with applicable rule provisions governing withdrawal or removal, but the specific rule selection box, signature and date fields are not completed in the provided content.

iTeos Therapeutics filed an amendment to its Schedule 14D-9 regarding the tender offer by Concentra Biosciences to acquire all outstanding common shares. The Offer Price is specified as $10.047 per share in cash plus one non-transferable contractual contingent value right (CVR) per share. The amendment references the Offer to Purchase and Letter of Transmittal dated August 1, 2025, and the filing is signed by President and CEO Michel Detheux, Ph.D.

iTeos Therapeutics (ITOS): Reporting persons report zero ownership as of June 30, 2025. Multiple related entities and Mark N. Lampert filed Amendment No. 2 to Schedule 13G stating that, at the close of business on June 30, 2025, the Reporting Persons no longer beneficially owned any shares of iTeos Therapeutics common stock (CUSIP 46565G104). The filing lists each reporting entity, its jurisdiction, and confirms 0 shares held, 0% of the class. The signatures indicate Mark N. Lampert signed on behalf of each Reporting Person on August 14, 2025.

Overview The Company disclosed termination of the GSK collaboration and the belrestotug program (GSK Termination Notice dated 2025-05-13; Mutual Termination Agreement dated 2025-07-18 with a $32.0 million settlement payable). On 2025-05-28 the Company announced intent to wind down clinical and operational activities, expected substantially complete in Q3 2025. The registrant reported substantial doubt about its ability to continue as a going concern as of the issuance date of these financial statements (2025-08-06).

Key financials

• Cash and cash equivalents: $207.820 million; short-term investments: $307.610 million; long-term investments: $74.614 million; total assets: $623.083 million.
• Total liabilities: $129.282 million; unrecognized tax benefits: $48.790 million; grants repayable: $6.606 million.
• Six months ended 6/30/2025 net loss: $113.341 million; three months ended 6/30/2025 net loss: $78.729 million; basic net loss per share: $(2.61) six months, $(1.81) quarter.
• Operating highlights: R&D expense $86.314 million YTD; restructuring costs $16.335 million in the quarter; license and collaboration revenue $0 in 2025 vs $35.0 million in H1 2024.