[8-K] Kura Oncology, Inc. Reports Material Event

Rhea-AI Filing Summary

Kura Oncology, Inc. (KURA) filed an 8-K to disclose that, on June 27, 2025, it executed a Co-Promotion and Medical Affairs Agreement with Kyowa Kirin, Inc. covering U.S. commercialization of its oral menin inhibitor ziftomenib for acute myeloid leukemia and other hematologic malignancies. The agreement operates under the previously announced November 20, 2024 Collaboration and License Agreement.

Main commercial terms

• Co-promotion rights: Kyowa Kirin US will handle up to a specified share of sales details and must meet minimum detailing thresholds with qualified representatives.
• Cost sharing: Both companies will split all U.S. co-promotion and medical affairs expenses 50/50.
• Medical affairs leadership: Kura will lead U.S. medical affairs, with input from Kyowa Kirin; the parties will jointly craft a health economics and outcomes research strategy.
• Term & termination: The pact lasts until the earlier of (i) mutual decision to cease commercialization or (ii) expiration of the U.S. collaboration term—defined as the latest of patent expiry, regulatory exclusivity expiry, or 10 years after first commercial sale. It terminates automatically if the broader Collaboration Agreement ends, and either side may end it for an uncured material breach.

The full agreement, with confidential portions redacted, will be filed as an exhibit to Kura’s Form 10-Q for the quarter ending June 30, 2025.

Positive

• Experienced partner secured: Kyowa Kirin US will co-promote ziftomenib, potentially accelerating market penetration.
• 50/50 cost split: Equal sharing of promotional and medical-affairs expenses reduces Kura’s cash burn.
• Long commercialization horizon: Agreement end tied to patent/regulatory exclusivity or 10-year post-launch window, securing support through peak sales phase.

Negative

• Undisclosed financials: No revenue-sharing or milestone details were revealed, limiting visibility into economic upside.
• Dependency risk: Co-Promotion Agreement terminates automatically if the broader Collaboration Agreement is terminated.
• Obligatory detailing thresholds: Failure to meet minimum detailing or other breaches could allow the counterpart to terminate, adding operational risk.

Insights

Financial Analyst

TL;DR: Equal-cost U.S. co-promotion with Kyowa Kirin broadens ziftomenib reach and limits spend—net positive.

The agreement adds an experienced oncology partner at launch, giving Kura immediate access to Kyowa Kirin’s field force while halving promotional and medical-affairs costs. Cost symmetry preserves Kura’s cash runway, and shared HEOR work may strengthen payer value dossiers. No revenue-share mechanics are disclosed, limiting near-term financial visibility, but the structure materially reduces commercial execution risk without ceding primary control. Termination tied to patent life or regulatory exclusivity provides a long window—effectively the critical commercialization period. Overall, strategically accretive with modest contractual risk.

Pharmaceutical Commercialization Specialist

TL;DR: Co-promotion leverages Kyowa Kirin detailing capacity; Kura retains medical leadership—sound launch blueprint.

Kyowa Kirin’s responsibility for a defined percentage of calls ensures adequate share-of-voice in a niche AML market where rapid hematologist adoption is key. Minimum detailing covenants mitigate under-performance risk. By keeping medical affairs leadership, Kura safeguards clinical messaging while drawing on Kyowa Kirin’s infrastructure—an optimal split for a first-in-class menin inhibitor. Shared costs align incentives, though equal expense burden may still be significant if large teams are deployed. Automatic termination if the base collaboration dissolves is standard but concentrates dependency risk on the master agreement’s stability.

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): June 27, 2025

Kura Oncology, Inc.

(Exact name of registrant as specified in its charter)

Delaware		001-37620		61-1547851
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

12730 High Bluff Drive, Suite 400 San Diego, CA		92130
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code: (858) 500-8800

N/A

(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common Stock, par value $0.0001 per share		KURA		The Nasdaq Global Select Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 1.01 Entry into a Material Definitive Agreement.

On June 27, 2025, Kura Oncology, Inc. (the “Company”) and Kyowa Kirin, Inc. (“Kyowa Kirin US”) entered into a Co-Promotion and Medical Affairs Agreement (the “Co-Promotion Agreement”) to co-promote the Company’s product candidate, ziftomenib, a potent, selective oral menin inhibitor, for the treatment of patients with acute myeloid leukemia and other hematologic malignancies in the United States and perform medical affairs activities with respect thereto. The Co-Promotion Agreement was entered into under and pursuant to the terms and conditions of that certain Collaboration and License Agreement by and among the Company, Kyowa Kirin US and Kyowa Kirin Co., Ltd. (together with Kyowa Kirin US, “Kyowa Kirin”), dated as of November 20, 2024 (the “Collaboration Agreement”).

United States Co-Promotion. Under the terms of the Co-Promotion Agreement, Kyowa Kirin US will have the right and responsibility to co-promote ziftomenib for up to a certain percentage of the details in the United States, and will be obligated to meet minimum detailing requirements using sales representatives that meet specific qualifications. The parties will perform such co-promotion activities, and share equally in all costs and expenses therefor, in accordance with the Collaboration Agreement.

United States Medical Affairs. Under the terms of the Co-Promotion Agreement, the Company will lead all medical affairs activities for ziftomenib in the United States, while collaborating with and receiving input and coordination from Kyowa Kirin US. Further, the parties will jointly develop the health economics and outcomes research strategy for ziftomenib in the United States. The parties will perform such medical affairs activities, and share equally in all costs and expenses therefor, in accordance with the Collaboration Agreement.

Termination. The Co-Promotion Agreement will remain in effect until the earlier of the parties’ mutual agreement to cease commercialization of ziftomenib in the United States or the expiration of the United States term under the Collaboration Agreement (which expires on the latest of expiration of all valid claims of the Company’s patent rights licensed to Kyowa Kirin in the United States, expiration of the last-to-expire regulatory exclusivity in the United States or ten years after first commercial sale in the United States). The Co-Promotion Agreement will automatically terminate upon termination of the Collaboration Agreement. Either party may terminate the Co-Promotion Agreement for uncured material breach by the other party.

The foregoing description of the material terms of the Co-Promotion Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the Co-Promotion Agreement, a copy of which the Company intends to file, with confidential terms redacted, with the Securities and Exchange Commission as an exhibit to the Company’s Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2025.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Date: July 1, 2025				KURA ONCOLOGY, INC.
				By:		/s/ Teresa Bair
						Teresa Bair
						Chief Legal Officer

FAQ

What agreement did Kura Oncology (KURA) announce in its 8-K?

Kura entered a Co-Promotion and Medical Affairs Agreement with Kyowa Kirin US for U.S. commercialization of ziftomenib.

Which product is covered by the Kyowa Kirin co-promotion deal?

The agreement focuses on ziftomenib, Kura’s oral menin inhibitor for acute myeloid leukemia and other hematologic cancers.

How will costs be allocated between Kura and Kyowa Kirin under the agreement?

The parties will share all U.S. co-promotion and medical affairs costs equally (50/50).

Who leads medical affairs for ziftomenib in the United States?

Kura Oncology will lead medical affairs while collaborating with Kyowa Kirin US on strategy and execution.

When can the Co-Promotion Agreement be terminated?

It ends upon mutual cessation of commercialization, expiration of U.S. collaboration term, automatic termination with the master agreement, or for uncured material breach.

Where will the full Co-Promotion Agreement be available?

Kura plans to file the contract, with confidential terms redacted, as an exhibit to its Form 10-Q for the quarter ending June 30, 2025.