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.
Kronos Bio Inc. filings document the company's transition from a Nasdaq-listed biopharmaceutical issuer to a deregistered public-company record. The filings include material-event reporting on completion of a tender offer by Concentra Biosciences, capital-structure and common-stock disclosures, and formal corporate-status records.
The filing record also includes Form 25 documentation for removal of Kronos Bio common stock from Nasdaq listing and registration, and Form 15 certification covering termination or suspension of Exchange Act reporting obligations. These disclosures provide the formal record of the company's listing status, holder-of-record status, governance authorization, and securities-registration changes.
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as depositary, reported that 44,503,838 shares—approximately 72.90 % of outstanding stock—were validly tendered and not withdrawn, satisfying the minimum-tender condition and all other offer requirements.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.