Welcome to our dedicated page for Kronos Bio SEC filings (Ticker: KRON), 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.
The Kronos Bio, Inc. (KRON) SEC filings archive documents the company’s history as a publicly traded biopharmaceutical and clinical-stage company focused on small molecule therapeutics targeting deregulated transcription in cancer and autoimmune diseases, and its subsequent transition to a wholly owned subsidiary of Concentra Biosciences, LLC. These filings provide primary-source detail on corporate transactions, listing status, and reporting obligations.
A Form 8-K dated June 20, 2025, describes the completion of a tender offer and merger pursuant to an Agreement and Plan of Merger with Concentra Biosciences, LLC and a Concentra merger subsidiary. The filing explains that the merger subsidiary completed a tender offer for all outstanding shares of Kronos Bio common stock for a cash amount per share plus a non-transferable contingent value right, and that, following the offer, the merger subsidiary merged with and into Kronos Bio. As a result, Kronos Bio continued as the surviving corporation and became a wholly owned subsidiary of Concentra, with a change in control of the registrant.
The same Form 8-K reports that Kronos Bio notified The Nasdaq Global Select Market of the merger’s consummation and requested suspension of trading in its common stock and the filing of a Form 25 to delist the shares and deregister them under Section 12(b) of the Securities Exchange Act of 1934. A Form 25 filed on June 20, 2025, by Nasdaq Stock Market LLC identifies Kronos Bio, Inc. and its common stock as the class of securities removed from listing and/or registration on Nasdaq.
Following the delisting, a Form 15 filed on June 30, 2025, by Kronos Bio, Inc. certifies the termination of registration of its common stock under Section 12(g) of the Exchange Act and the suspension of reporting obligations under Sections 13 and 15(d). The Form 15 indicates that there was one holder of record as of the certification date and cites Rule 12g-4(a)(1) and Rule 12h-3(b)(1)(i) as the provisions relied upon.
Together, these filings show the full sequence of regulatory steps: completion of the acquisition by Concentra, the resulting change in control, the request for Nasdaq delisting, the formal removal from listing via Form 25, and the termination of registration and reporting obligations via Form 15. Earlier periodic reports and other filings, which are referenced in company news releases discussing financial results and risk factors, provide additional context on Kronos Bio’s operations, pipeline, and financial position during its time as a public company.
On Stock Titan’s filings page for KRON, users can access these SEC documents and use AI-powered tools to interpret key sections. The Form 8-K offers detailed information on the merger terms, tender offer results, and post-merger governance changes. The Form 25 and Form 15 clarify the status of the common stock and the end of Exchange Act reporting. For anyone researching KRON as a historical ticker, these filings collectively explain how Kronos Bio transitioned from a Nasdaq-listed issuer to a privately held subsidiary.
Kronos Bio, Inc. (KRON) has confirmed the successful completion of its sale to Concentra Biosciences, LLC. Amendment No. 2 to the company’s Schedule 14D-9 discloses the final tender-offer results and closing of the downstream merger executed under Section 251(h) of the Delaware General Corporation Law.
The cash-and-CVR offer of $0.57 per share plus one non-transferable contingent value right (CVR) expired at 12:00 a.m. ET on 19 Jun 2025. Broadridge, acting as depositary, reported that 44,503,838 shares—approximately 72.90 % of outstanding stock—were validly tendered and not withdrawn, satisfying the minimum-tender condition and all other offer requirements.
Immediately after expiration, Concentra’s subsidiary accepted and will promptly pay for all tendered shares. Owning more than the statutory threshold, the buyer consummated the short-form merger on 20 Jun 2025 without a shareholder vote. Each remaining share (other than treasury shares and properly perfected appraisal shares) was automatically cancelled and converted into the right to receive the same offer price, subject to withholding taxes.
Trading in KRON shares ceased prior to the Nasdaq open on 20 Jun 2025. The company will be delisted from Nasdaq and its common stock will be deregistered under the Securities Exchange Act of 1934, ending Kronos Bio’s status as a public company.
Transaction completion: On June 20, 2025 Concentra Biosciences, LLC finished its acquisition of Kronos Bio, Inc. via a Section 251(h) short-form merger following a successful third-party tender offer.
Tender results: The offer, priced at $0.57 in cash plus one non-transferable contingent value right (CVR) per share, expired one minute after 11:59 p.m. ET on June 18, 2025. A total of 44,503,838 shares, representing approximately 72.90 % of Kronos’ fully diluted shares, were validly tendered, satisfying the Minimum Tender Condition.
Consideration & payment: Purchaser has irrevocably accepted the tendered shares and will promptly pay the cash component net of withholding taxes and issue the CVRs as outlined in the Merger and CVR agreements.
Post-merger structure: Kronos now operates as a wholly owned subsidiary of Concentra. Untendered shares were automatically converted into the right to receive the same $0.57 cash plus CVR consideration at the Effective Time.
Listing status: KRON shares ceased trading on Nasdaq before the June 20, 2025 session. The company will file Form 25 to delist and Form 15 to terminate registration, eliminating ongoing SEC reporting obligations.
Key exhibits: The filing attaches the Offer to Purchase, Letters of Transmittal, the Merger Agreement, the executed CVR Agreement, and related supporting documents.